This Simple Software License Agreement is designed for use in Canadian jurisdictions when a software provider needs to grant usage rights to their software while maintaining ownership of the intellectual property. The document is particularly suitable for straightforward software licensing arrangements where complex customization or extensive professional services are not required. It includes essential provisions required under Canadian law, including compliance with the Copyright Act, PIPEDA (where applicable), and provincial consumer protection legislation. The agreement is structured to be clear and user-friendly while providing adequate protection for the software provider's interests and establishing clear guidelines for the licensee's use of the software. This document type is commonly used for commercial off-the-shelf software products, mobile applications, or basic enterprise software solutions.
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1. Parties: Identification of the licensor and licensee, including full legal names and addresses
2. Background: Brief context about the software and purpose of the license agreement
3. Definitions: Key terms used throughout the agreement, including 'Software', 'Documentation', 'Intellectual Property Rights', and 'License Fee'
4. License Grant: Scope and nature of the license being granted, including whether it's perpetual or term-based, exclusive or non-exclusive
5. License Restrictions: Specific limitations on use of the software, including prohibitions on sublicensing, reverse engineering, etc.
6. License Fee: Payment terms and conditions for the license
7. Intellectual Property Rights: Confirmation of ownership and protection of IP rights in the software
8. Confidentiality: Basic obligations regarding confidential information
9. Limited Warranty: Basic warranty terms for the software
10. Limitation of Liability: Limitations on liability of the licensor
11. Term and Termination: Duration of the agreement and circumstances for termination
12. General Provisions: Standard boilerplate clauses including governing law, notices, and entire agreement
1. Maintenance and Support: Terms for ongoing support and maintenance, included when these services are part of the offering
2. Data Protection: Specific provisions for handling personal data, required when the software processes personal information
3. Professional Services: Terms for additional services such as implementation or training, included when these services are offered
4. Service Levels: Performance standards and metrics, included for software-as-a-service offerings
5. Audit Rights: Rights to audit licensee's use of the software, included for enterprise licenses
6. Export Control: Compliance with export laws, included when software may be subject to export restrictions
7. Insurance: Insurance requirements, included for high-value or high-risk implementations
1. Schedule A - Software Description: Detailed description of the licensed software, including versions and components
2. Schedule B - License Fees: Detailed breakdown of license fees and payment schedule
3. Schedule C - Technical Requirements: Minimum system requirements and technical specifications
4. Schedule D - Support Services: Details of support services if included in the license
5. Appendix 1 - Acceptable Use Policy: Detailed terms of acceptable use of the software
Relevant legal definitions
Clauses
Relevant Industries
Information Technology
Software Development
Financial Services
Healthcare
Education
Manufacturing
Retail
Professional Services
Telecommunications
Media and Entertainment
Government and Public Sector
Non-profit Organizations
E-commerce
Consulting
Relevant Teams
Legal
Information Technology
Procurement
Sales
Compliance
Risk Management
Software Development
Product Management
Business Development
Operations
Finance
Contracts Administration
Relevant Roles
Legal Counsel
Software Licensing Manager
IT Director
Chief Technology Officer
Procurement Manager
Contract Administrator
Business Development Manager
Software Sales Representative
Compliance Officer
Risk Manager
General Counsel
IP Attorney
Software Asset Manager
Technology Consultant
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