Software Licence - Licensor to Licensee
This Software Licence Agreement - Licensor to Licensee is a comprehensive document designed for use between a software licensor (who will generally be a software developer and/or owner) and a licensee who may be using the licensed software either personally or in the course of business.
Updates have been made to this document which include the modernisation of a number of technical terms, the clarification and enhancement of terms governing proprietary rights and intellectual property, and the addition of standard (“boilerplate”) clauses.
Detailed provisions in this agreement address the scope of the licence granted with restrictions as to the equipment on which the licensed software may be used and the way in which it may be used. Further key terms govern payment, the obligations of the licensor (including the delivery and installation of the licensed software).
This template is designed for use in situations where there is a direct relationship between the licensee and licensor. As such, terms providing for testing, acceptance, obligations and confidentiality are included. For situations where software is distributed en-masse through retailers or electronically, alternative licence agreements are available.
Optional phrases / clauses are enclosed in square brackets. These should be read carefully and selected so as to be compatible with one another. Unused options should be removed from the document.
This Software Licence Agreement - Licensor to Licensee contains the following clauses:
1. Definitions and Interpretation
2. Grant of Licence
3. Licence Term
5. Delivery and Installation
6. Risk in Media
7. Testing and Acceptance
8. Restrictions on Copying
9. Restrictions on Alterations
10. Security and Control
11. Licensor’s Proprietary and Intellectual Property Rights
12. Intellectual Property Claims and Disputes
17. Data Protection
18. Force Majeure
19. No Agency or Partnership
22. Successors and Assignees
23. Nature of the Agreement
25. Time of the Essence
26. Costs and Expenses
28. Third Parties
29. [Dispute Resolution]
30. Law and Jurisdiction
And the following schedules:
1. The Equipment
2. Licensed Programs
3. Licence Fee
4. Delivery Date
6. Specification and Functionality
7. Details of Third Party Software
This document is in open format. Either enter the requisite details in the highlighted fields or adjust the wording to suit your purposes.
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