Free software licence agreement
Software licence agreements (also called, simply, software licences) are legal documents providing that one person or company may use the software of another person or company, along with the particular rules and restrictions around such use.
This is a straightforward example of a software licensing agreement, designed for the granting of licences to businesses. This agreement should not be used for granting licences to consumers - consumer licences need to take special account of consumer protection legislation.
The software licence is a traditional "agreement", starting with parties' names, and ending with an execution block (to contain the signatures of each party) and a schedule for setting out agreement-specific variables.
All or almost all software licence agreements will contain core provisions covering the term of the licence, the scope of the licence, licence charges and payments, limitations of liability in relation to the use of the software, and termination of the licence agreement for cause or convenience, along with standard boilerplate clauses.
Optional provisions that are included here cover the supply of the software, express reservations of intellectual property rights, warranties and warranty limitations, and contractual notices. There are however fewer optional provisions here than in the standard and premium software licence agreements that we supply.
Ask about this document
Free software licence agreement contents
- Definitions: definitions.
- Credit: docular credit (free software licence agreement); free documents licensing warning.
- Term: commencement of term; end of term.
- Supply of
Software : making software available for download; delivery of software; acknowledgement of supply of software. - Licence: grant of licence to use software; no sub-licensing of software; right to sub-license software; software licence limitations; use of software limited to specified persons; software licence prohibitions; security of licensed software.
- No assignment of
Intellectual Property Rights : no assignments of intellectual property rights. - Charges: obligation to pay charges; amounts inclusive or exclusive of VAT; variation of charges.
- Payments: issue of invoices; time for payment of charges following invoice; payment methods; interest on late payments; interest on late payments.
- Warranties: first party warranty of authority; software licence warranties; warranty of legality of software; software intellectual property infringement warranty; breach of software infringement warranty; second party warranty of authority; exclusion of implied warranties and representations.
- Acknowledgements and warranty limitations: software not error free; software not entirely secure; software compatibility is limited; no legal etc advice with software.
- Limitations and exclusions of liability: caveats to limits of liability; interpretation of limits of liability; no liability for loss of profits; no liability for loss of revenue; no liability for loss of use; no liability for loss of opportunities; no liability for loss of data or software; no liability for consequential loss.
- Termination: termination without cause by first party; termination without cause by second party; termination upon breach; termination upon insolvency; termination upon non-payment.
- Effects of termination: surviving provisions upon termination; termination does not affect accrued rights; software licences on contract termination; software copies on contract termination.
- Notices: methods and deemed receipt of contractual notices; contact details for contractual notices; substitute contact details for notices.
- General: no waiver; severability; variation written and signed; no assignment without written consent; no third party rights; entire agreement; governing law; exclusive jurisdiction.
- Interpretation: statutory references; section headings not affecting interpretation; calendar month meaning; no ejusdem generis.
SCHEDULE 1 (SOFTWARE LICENCE PARTICULARS)
- Specification of
Software : specification of software prompt. - Timetable: timetable prompt.
Software licence: specification of software licence prompt.- Financial provisions: financial provisions prompt.
