This Software License Agreement provides for the transfer of software and related documentation from licensor to licensee in a commercial context. You should use this agreement if you want a perpetual, non-exclusive and non-transferable license. It is not for a license granted to an individual consumer.

The licensee’s rights under this agreement are limited to a right to use the license, not to modify or distribute the software for use by any other party.

You should use this agreement if you are licensing your software as it has favourable terms for the licensor, including a preferential warranty, no representations by the licensor and a broad limitation of liability provisions.

What does the Software License Agreement (Pro-Licensor) cover?

• Grant of license

• Delivery, installation and acceptance

• Charges and payment

• Technical assistance

• Software maintenance

• Licensee’s representations and warranties

• Reproduction

• Limited warranty

• Indemnity

• Termination and default

• Confidentiality

Because software can be complex and non-standardized, it’s important to make sure that the agreement, especially the definitions, accurately reflect your needs and expectations as a licensor.

While the license needs to balance the goals of both parties, you, as the licensor, will want to narrowly tailor the rights granted in the license to retain your control over the product and so that the value of the software is not diminished as the software is distributed to each licensee. This could include strict language precluding any transfer, assignment or sub-licensing of the software or you may want any transfer to take place only after being provided with written notice and after providing consent.