At its most fundamental, a software licence is a right granted by one person or company to another, permitting the other to use the software. Use of software without a licence will usually amount to copyright infringement.
These software licence agreements include a detailed licensing clause, which sets out the scope of the licence being granted. In other words, it answers the question: what is the licensee permitted to do with the software? The clause comprehends a number of different licensing models, for instance where licensing is on the basis of:
- concurrent user numbers;
- named users; and/or
- number of installations or instances.
These software licence agreement templates are very much B2B documents, and are unsuitable for B2C software licensing.
There are three different agreement versions: a basic version which covers only the essentials, a standard versions with provisions suitable for a wide range of licensing situations, and a very flexible premium version.
Basic software licence
This document includes provisions relating to the supply and licensing of the software, charges and payments, software-related warranties along with limitations on those warranties, liability disclaimers, rights of termination and results of termination, together with standard boilerplate clauses.
Standard software licence
In addition to the provisions of the basic software licensing agreement, this document includes an acceptance testing clause, a provision covering set up services, confidentiality obligations, indemnities, audit rights, and an optional background section. Many of the other provisions included in the template are more detailed than those in the basic agreement.
The software licence agreement template does not include provisions for the licensing of source code to the customer. Nor does it include escrow provisions. If you need a licence agreement covering source code and/or with escrow provisions, see our premium software license agreement template.
The template refers to, but does not include, an end user licence agreement (EULA). You may therefore also need to consider our EULA template.
Premium software licence
This licence agreement template is based upon - and contains all the provisions included in - the standard software licence agreement template.
In addition, it includes provisions relating to contract management, change control, licensing of source code and source code escrow.
As with the standard document, the template refers to a EULA. However, it does not include a EULA. If you need a EULA, please consider our EULA template. Similarly, the template refers to but does not include an escrow agreement. Typically, an escrow agent will supply its own model escrow agreement.