This Agreement is made on [date] Parties 1 [Insert name of licensor], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert address] (Licensor); and 2 [Insert name of licensee], a company incorporated in [England and Wales] under number [insert registered number] whose registered office is at [insert address] (Licensee), each of the Licensor and the Licensee being a party and together the Licensor and the Licensee are the parties. Background (A) The Licensee is [insert details of the Licensee’s background/background to licence or relevant transaction.] (B) The Licensor has agreed to make the Licensor Content available to the Licensee and to grant to the Licensee a licence to use the Licensor Content on the terms of this Agreement. 1 Definitions and interpretation 1.1 In this Agreement: [Authorised Persons • has the meaning given in clause 10.1;] Business Day • means a day other than a Saturday, Sunday or bank or public holiday in England; Confidential Information • has the meaning given in clause 10.1; Content • means all text, graphics, images, video, sound, information, data, metadata, software, executable code or other materials; Control • [means the beneficial ownership of more than 50% of the issued share