Software license legal document

Permission to copy, modify, and distribute this work, with or without modification, for any purpose and without fee or royalty is hereby granted, provided that you include the following on ALL copies of the work or portions thereof, including modifications: The full text of this NOTICE in a location viewable to users of the redistributed or derivative work.

Any pre-existing intellectual property disclaimers, notices, or terms and conditions. Notice of any changes or modifications, through a copyright statement on the new code or document such as "This software or document includes material copied from or derived from [title and URI of the W3C document]. A software license agreement gives a licensee a non-exclusive, non-transferable right to use software. A software license agreement defines how that software can be used and what happens in the event of breach.

Priori's sample software license agreement can help you understand the important terms to include in your software license agreement and how these terms work together in the document. While this software license agreement template is a good representation of a standard software license agreement, you'll want to have a Priori lawyer tailor the document to your unique situation. A lawyer is available for free consultations through Priori to discuss this document and much more.

When used in this Agreement, the following terms shall have the respective meanings indicated, such meanings to be applicable to both the singular and plural forms of the terms defined:.

Licensor grants Licensee a non -exclusive, non-transferable license to 1 use the Software and Documentation solely for its internal operations at the Location s and on the Designated Environment, and 2 copy the Software and Documentation for archival or backup purposes only, provided that all titles, trademarks, and copyright, proprietary and restricted rights notices shall be reproduced in all such copies, and that all copies shall be subject to the terms of this Agreement.

Except as explicitly provided herein, Licensee shall not: 1 make available nor distribute all or part of the Software or Documentation to any third party by assignment, sublicense, or by any other means; 2 copy, adapt, reverse engineer, decompile, disassemble, or modify, in whole or in part, any of the Software or Documentation; or 3 use the Software to operate in or as a time-sharing, outsourcing, or service bureau environment, or in any way allow third party access to the Software.

Licensor shall use reasonable efforts to deliver the Licensed Copies of the Software and Documentation to the Location s on or about the Target Date.

If Licensee provides notice to Licensor of any Error s and Licensor verifies the alleged Error s , the Software shall be accepted upon Licensor's correction of such Error s. Licensee shall pay the Price in accordance with the payment plan set forth in Schedule B. Licensor shall invoice any additional costs reasonably incurred by Licensor in the delivery of the Software as they are incurred.

Payment shall be made by Licensee to Licensor in full without any right of set-off or deduction, and Licensee shall pay the Price and such costs within [NUMBER] days from the date of invoice. Licensee shall be responsible for any applicable sales or use taxes or any value added or similar taxes payable with respect to the licensing of the Software, or arising out of or in connection with this.

Agreement, other than taxes levied or imposed based upon Licensor's income. In the event that Licensor pays any such taxes on behalf of Licensee, Licensor shall invoice Licensee for such taxes and Licensee agrees to pay such taxes in accordance with this Agreement. Licensee acknowledges and agrees that the copyright, patent, trade secret, and all other intellectual property rights of whatever nature in the Software, Documentation and Specifications are and shall remain the property of Licensor, and nothing in this Agreement should be construed as transferring any aspects of such rights to Licensee or any third party.

Licensee acknowledges the confidential and proprietary nature of the. Confidential Information and agrees that it shall not reveal or disclose any Confidential Information for any purpose to any other person, firm, corporation, or other entity, other than Licensee's employees with a need to know such Confidential Information to perform employment responsibilities consistent with Licensee's rights under this Agreement.

Licensee shall safeguard and protect the Confidential Information from theft, piracy, or unauthorized access in a manner at least consistent with the protections Licensee uses to protect its own most confidential information. Licensee shall inform its employees of their obligations under this Agreement, and shall take such steps as may be reasonable in the circumstances, or as may be reasonably requested by Licensor, to prevent any unauthorized disclosure, copying or use of the Confidential Information.

Licensee acknowledges and agrees that in the event of the Licensee's breach of this Agreement, Licensor will suffer irreparable injuries not compensated by money damages and therefore shall not have an adequate remedy at law. Accordingly, Licensor shall be entitled to a preliminary and final injunction without the necessity of posting any bond or undertaking in connection therewith to prevent any further breach of these confidentiality obligations or further unauthorized use of Confidential Information.

This remedy is separate and apart from any other remedy Licensor may have. Licensee shall notify Licensor immediately upon discovery of any prohibited use or disclosure of the Confidential Information, or any other breach of these confidentiality obligations by Licensee, and shall fully cooperate with Licensor to help Licensor regain possession of the Confidential Information and prevent the further prohibited use or disclosure of the Confidential Information.

Licensor represents to Licensee that: 1 during the Warranty Period, the Software shall operate without any Errors; and 2 upon notification to Licensor during the Warranty Period of any Errors, Licensor will, during its normal business hours and at no cost to Licensee, use reasonable efforts to correct such Errors which are reproducible and verifiable by Licensor, excluding any Errors caused by uses of the Software which were not in accordance with the Specifications.

In the event that Licensee notifies Licensor of an Error during the Warranty Period, Licensor's sole liability, and Licensee's sole remedy, will be Licensor's use of reasonable efforts to correct such Errors or, in Licensor's sole discretion, to refund the portion of the prepaid Price applicable to the portion of the Software which is defective. Licensor shall have no liability for any claim of infringement based on a the use of a superseded or altered version of the Software if infringement would have been avoided by the use of a current or unaltered version of the Software which Licensor made available to Licensee; or b the combination, operation or use of the Software with software, hardware, or other materials not furnished by Licensor.

Software license pricing will vary greatly among software providers that offer complete on-premises business solutions as opposed to those providing open-source objects for building internal applications and web functions. While these costs may seem unnecessary, much like an insurance policy, it will provide protection when you actually need it. Managing software licenses and software agreements can be simplified by implementing a management tool that keeps track of all licenses, effective dates, and compliance issues.

Snyk Open Source License Compliance allows businesses to effectively track open-source licenses across projects, regardless of the type of licenses in use. The truth is — it depends. Enterprise-level software providers will generally present complex license templates based on corporate standards. Open-source software providers may offer considerably more flexibility in license terms and conditions. Most businesses will typically have various software licenses to cover different application vendors and types of software.

Managing the terms of each license and adhering to all compliance issues can be challenging, with considerable financial implications when terms are not adhered to — whether intentional or not.

It is one of the most simple open source license agreements. The intent was for the text to be understandable by average users and to avoid extensive litigation, which may arise from other similar Free and Open Source Software FOSS licenses.

Open-source software licensing became required in the s. Before then, most programmers readily shared Open Source Licenses In this section. Top questions answered Copyleft: The rise of open-source software licensing Node. Want to try it for yourself? Book a demo. What Is a Software License? How Does Software Licensing Work? What Are the Types of Software Licenses? What Is a Software License Agreement? What Are Software Licenses Used for? Sign up for free.