Software Licence Agreement Template for Malaysia

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Key Requirements PROMPT example:

Software Licence Agreement

"I need a Software License Agreement for my enterprise-level accounting software that will be licensed to a Malaysian manufacturing company, including provisions for 100 concurrent users and quarterly maintenance updates starting March 2025."

Document background
The Software License Agreement is a crucial legal document used when a software owner (licensor) grants permission to another party (licensee) to use their software under specific terms and conditions in Malaysia. This agreement is essential for protecting intellectual property rights while enabling commercial exploitation of software products. It must comply with Malaysian legislation, particularly the Copyright Act 1987, Contracts Act 1950, and Personal Data Protection Act 2010. The document typically includes detailed provisions on usage rights, restrictions, fees, maintenance, support services, warranties, and liability limitations. It's particularly important in commercial transactions involving software deployment, whether for standard software packages or customized solutions, and can be adapted for various licensing models including perpetual, subscription-based, or user-based licensing.
Suggested Sections

1. Parties: Identification of the licensor and licensee with full legal names, registration numbers, and registered addresses

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

3. Definitions: Detailed definitions of key terms used throughout the agreement

4. Grant of License: Scope of the license, including type (exclusive/non-exclusive), territory, and permitted uses

5. License Fees and Payment Terms: Details of licensing fees, payment schedule, and payment methods

6. Intellectual Property Rights: Declaration of ownership and protection of IP rights in the software

7. Licensee Obligations: Key responsibilities and restrictions on the licensee's use of the software

8. Technical Support and Maintenance: Terms for ongoing support, updates, and maintenance services

9. Warranties and Representations: Warranties regarding software functionality, performance, and compliance with laws

10. Limitation of Liability: Limits on liability and exclusions of certain types of damages

11. Term and Termination: Duration of the agreement and circumstances for termination

12. Confidentiality: Protection of confidential information exchanged during the license period

13. General Provisions: Standard clauses including governing law, notices, and entire agreement

Optional Sections

1. Data Protection and Privacy: Required when the software processes personal data, ensuring compliance with PDPA 2010

2. Third-Party Software Components: Needed when the software incorporates third-party components or requires external integrations

3. Export Controls: Required for software that may be subject to export restrictions or international trade regulations

4. Source Code Escrow: Optional provision for securing source code access under specific conditions

5. Professional Services: When additional implementation or customization services are provided

6. Service Level Agreement: For software provided as a service or requiring specific performance standards

7. User Training: When training services are included in the license package

8. Audit Rights: When the licensor requires rights to audit licensee's use of the software

Suggested Schedules

1. Schedule 1 - Software Description: Detailed technical specifications and functionality of the software

2. Schedule 2 - License Fees: Detailed breakdown of all applicable fees and payment terms

3. Schedule 3 - Service Level Agreement: Specific performance metrics, support response times, and service standards

4. Schedule 4 - Acceptable Use Policy: Detailed terms of acceptable use and restrictions

5. Schedule 5 - Technical Requirements: Minimum system requirements and technical specifications for software operation

6. Schedule 6 - Support and Maintenance Services: Detailed description of support services, maintenance procedures, and response times

7. Appendix A - Data Processing Terms: Specific terms for handling personal data if applicable

8. Appendix B - Security Requirements: Security standards and protocols to be maintained

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

Relevant Industries

Information Technology

Software Development

Financial Services

Healthcare

E-commerce

Manufacturing

Education

Telecommunications

Professional Services

Retail

Government and Public Sector

Banking

Insurance

Logistics and Supply Chain

Relevant Teams

Legal

Information Technology

Procurement

Compliance

Software Development

Information Security

Commercial

Risk Management

Contract Administration

Technical Operations

Business Development

Relevant Roles

Chief Technology Officer

Legal Counsel

Software Development Manager

IT Director

Procurement Manager

Compliance Officer

Contract Manager

Information Security Officer

Software Licensing Manager

Business Development Manager

IT Project Manager

Risk Manager

Commercial Director

Head of Legal

Chief Information Officer

Industries
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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