A Guide to IT Contracting, 2nd Edition

Chapter 2

Software License Agreements

CHECKLIST

Ask Yourself:

• □ Business purpose and goals

• □ Criticality

• □ Fees and costs

• □ Implementation time

Terms to Include

• □ License and restrictions

• □ Acceptance testing

• □ Third-party software

• □ Fees

• □ Warranties

• □ Indemnification

• □ Limitation of liability

• □ Specifications

• □ Confidentiality and security

• □ Maintenance and support

• □ Announcements and publicity

• □ Term and termination

• □ Additional terms:

  • – Force majeure

  • – Prohibition on right to assign

Introduction

While every software license agreement does not warrant a customized approach, it is important that software license agreements contain the essential terms that address relevant business issues. It is often the case that software licensing ...