SLA Software License Agreement Generator for United States

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Key Requirements PROMPT example:

SLA Software License Agreement

"I need an SLA Software License Agreement for our new cloud-based accounting software that we're licensing to enterprise customers in the healthcare sector, with specific provisions for HIPAA compliance and 99.9% uptime guarantees."

Document background
The SLA Software License Agreement is essential when organizations need to establish clear terms for software usage and support. This U.S.-jurisdiction document combines traditional software licensing elements with service level commitments, making it particularly relevant for modern software deployments. It covers critical aspects such as usage rights, performance metrics, support obligations, and compliance requirements, while addressing both on-premises and cloud-based software solutions. The agreement is designed to protect both the licensor's intellectual property rights and the licensee's operational needs.
Suggested Sections

1. Parties: Identification of the licensor and licensee, including full legal names and addresses

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

3. Definitions: Key terms used throughout the agreement including Software, Documentation, Intellectual Property Rights, etc.

4. License Grant: Scope and nature of the license, including usage rights and restrictions

5. License Fees: Payment terms, schedule, and conditions

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

7. Confidentiality: Protection of confidential information exchanged between parties

8. Term and Termination: Duration of agreement and conditions for termination

9. Warranties and Disclaimers: Standard warranties and limitations

10. Liability Limitations: Scope of liability and damage caps

Optional Sections

1. Support and Maintenance: Terms for ongoing technical support services - include when ongoing technical support is part of the agreement

2. Service Level Agreement: Performance metrics and service standards - include for cloud-based or hosted software solutions

3. Data Protection: Specific data handling and privacy requirements - include when personal data processing is involved

4. Source Code Escrow: Terms for source code protection and release - include for business-critical software implementations

5. Professional Services: Terms for implementation or customization services - include when additional services are included beyond the license

Suggested Schedules

1. Software Description: Detailed technical specifications of the licensed software

2. Service Level Agreement Details: Specific performance metrics, response times, and availability commitments

3. Support Services Schedule: Detailed support terms, processes, and escalation procedures

4. Fee Schedule: Detailed breakdown of all applicable fees and payment terms

5. Acceptable Use Policy: Guidelines for acceptable use of the software

6. Data Processing Agreement: Detailed terms for handling personal data, if applicable

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 legal definitions
Clauses
Industries

Copyright Act: Federal law (17 U.S.C.) governing copyright protection for original works, including software code and documentation

Patent Act: Federal law (35 U.S.C.) protecting novel inventions and technological innovations in software

Defend Trade Secrets Act: Federal law providing uniform protection for trade secrets across states, including proprietary software components

Uniform Commercial Code: State-adopted uniform law governing commercial transactions, including software licensing

Federal Trade Commission Act: Federal law protecting consumers against unfair or deceptive trade practices in software licensing

Computer Fraud and Abuse Act: Federal law addressing computer-related fraud and unauthorized access to protected computers

E-SIGN Act: Federal law ensuring legal validity of electronic signatures and records in software agreements

UETA: State-level law governing electronic transactions and signatures in software agreements

Export Administration Regulations: Federal regulations controlling the export of commercial software and technology

State Data Breach Laws: State-specific requirements for notification and handling of data breaches in software systems

CCPA: California Consumer Privacy Act governing privacy rights and data protection for California residents

HIPAA: Healthcare privacy law affecting software handling protected health information

GLBA: Financial services privacy law affecting software handling financial information

Sherman Act: Federal antitrust law preventing monopolistic practices in software licensing

Warranty Law: State and federal laws governing express and implied warranties in software products

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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