Licensing terms

Licensing terms

What is licensed. Operational records: messaging, email, tickets, CRM, documents, and industry systems. Records are licensed to AI research organizations for model training and evaluation. They are licensed, not sold, and the company keeps ownership.

What is not. Patient or health records, consumer bank, card or loan account data, students’ or minors’ records, and records under a litigation hold.

Preparation. Before release, records are stripped of personal information, privileged material, credentials, and customer-confidential content. Prima Signa never takes custody of identifiable personal information.

Confidentiality. A mutual NDA comes before any detailed discussion. The company’s identity is not disclosed to any buyer without its consent.

Representation. Prima Signa acts for the company under an exclusive mandate for a defined term. The terms are set out in the mandate letter.

Fees. 20% of license proceeds, payable only on completion and only out of proceeds. There is no upfront cost. Any fee charged on the buyer side is disclosed to the company.

Buyer obligations. Buyers may use the records only for the licensed purpose. They may not attempt re-identification, contact any individual, or resell or sublicense the records. Records are deleted at the end of the term. Exclusivity, where a buyer pays for it, runs up to 24 months.

Process and timing. Review, then NDA, then mandate, then preparation, then buyer evaluation, then license. Buyer acceptance typically takes up to 30 days. Payment is due within 60 days of acceptance.

Authority. The person engaging Prima Signa must have authority to license the records. For a closed company, that is an officer, trustee, or assignee.

Governing terms. This is a summary. Binding terms are those in the signed mandate and license agreements.