The License Agreement For Software Product is essential for any software distribution in the United States market. This agreement protects intellectual property rights while enabling controlled distribution and use of software products. It addresses key aspects including usage rights, restrictions, warranties, and liability limitations under U.S. federal and state laws. The document is particularly crucial for maintaining legal compliance and establishing clear commercial relationships between software providers and users.
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1. Parties: Identification of licensor and licensee with full legal names and addresses
2. Background: Context of the agreement including purpose and brief description of the software product
3. Definitions: Key terms used throughout the agreement including Software, Documentation, Intellectual Property Rights, etc.
4. License Grant: Scope and nature of the software license, including permitted uses and territory
5. License Restrictions: Specific limitations on use of the software, including prohibited activities
6. Intellectual Property Rights: Ownership and protection of IP, including copyright notices and trademark usage
7. Term and Termination: Duration of agreement, renewal terms, and conditions for termination
8. Warranties and Disclaimers: Product warranties and limitations, including functionality guarantees
9. Limitation of Liability: Scope of liability restrictions and damage caps
1. Payment Terms: Financial terms including license fees, payment schedule, and late payment consequences
2. Support and Maintenance: Terms for technical support, updates, and maintenance services
3. Data Protection: Privacy and data handling terms, including GDPR compliance if applicable
4. Export Controls: Export compliance terms and restrictions for international distribution
1. Schedule 1 - Software Description: Detailed technical specifications and features of the software product
2. Schedule 2 - Service Level Agreement: Performance metrics, response times, and service standards
3. Schedule 3 - Fee Schedule: Detailed pricing information including license fees and payment terms
4. Schedule 4 - Technical Requirements: System requirements, compatible platforms, and technical specifications
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