Software Licence Subscription Template for England and Wales

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Key Requirements PROMPT example:

Software Licence Subscription

"I need a Software Licence Subscription agreement for my enterprise-level accounting software, which will be licensed to a major financial institution with specific data protection requirements and custom service level agreements, to be implemented by March 2025."

Document background
The Software Licence Subscription agreement is essential for businesses providing or acquiring software on a subscription basis under English and Welsh law. This contract type defines the relationship between the software provider and subscriber, covering critical elements such as license scope, subscription terms, usage restrictions, and compliance requirements. It's particularly relevant in the context of cloud-based and SaaS solutions, incorporating necessary provisions for data protection, service levels, and intellectual property rights. The document ensures alignment with UK legislative requirements and provides a comprehensive framework for ongoing software access and use.
Suggested Sections

1. Parties: Identification of contracting parties including registered addresses

2. Background: Context of the agreement and brief description of the software

3. Definitions: Key terms used throughout the agreement

4. License Grant: Scope and nature of the software license

5. Subscription Terms: Duration, renewal, and termination provisions

6. Payment Terms: Fees, payment schedule, and pricing adjustments

7. Use Restrictions: Limitations on software use and prohibited activities

8. Intellectual Property Rights: Ownership and protection of IP

9. Confidentiality: Protection of confidential information

Optional Sections

1. Service Level Agreement: Include when specific performance metrics are required for enterprise-level agreements

2. Professional Services: Additional services like implementation or training for complex software deployments

3. Data Processing Terms: Detailed data protection obligations when personal data processing is involved

Suggested Schedules

1. Schedule 1 - Software Description: Detailed description of licensed software and features

2. Schedule 2 - Subscription Fees: Detailed pricing structure and payment terms

3. Schedule 3 - Service Levels: Performance metrics and service standards

4. Schedule 4 - Support Services: Details of technical support and maintenance

5. Appendix A - Acceptable Use Policy: Rules and guidelines for software usage

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Clauses
Industries

Copyright, Designs and Patents Act 1988: Primary legislation governing software protection as literary work, rights of copyright holders, and license terms and restrictions

UK GDPR and Data Protection Act 2018: Regulations governing data protection, privacy requirements, and data processing obligations in software applications

Consumer Rights Act 2015: Legislation ensuring fair terms, quality of service, and consumer protection provisions, particularly relevant for B2C software licenses

Electronic Commerce (EC Directive) Regulations 2002: Regulations covering electronic contracting requirements and information provision obligations for digital services

Unfair Contract Terms Act 1977: Legislation governing limitation of liability and reasonableness of contract terms in software licenses

Competition Act 1998: Law addressing anti-competitive provisions and market abuse considerations in software licensing

Computer Misuse Act 1990: Legislation concerning unauthorized access and security provisions that need to be addressed in software licenses

Common Law Contract Principles: Fundamental contract law principles covering formation, consideration, and terms and conditions in software agreements

Consumer Contracts Regulations 2013: Regulations governing right to cancel and information requirements for consumer software contracts

Export Control Order 2008: Legislation controlling international transfer of software containing controlled technology and export restrictions

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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