Software Licence Agreement Template

This software licence agreement template is a contract which governs the provision of software by a supplier to a customer, for use on the customer’s own systems / network. Without a software licence agreement in place, there is a risk that the scope of use of the software is unclear and each party’s rights in relation to the software may not be adequately protected. Read more
Legislation GB-EAW
Topics Updated by a lawyer: 6 Nov 2023

What is this software licence agreement template?

A software licence gives a customer the right to use a supplier’s software without breaching the supplier’s rights in that software. Licences are generally subject to a number of conditions, including paying licence fees and obligations and restrictions regarding the use of the software.

Check out our comprehensive guide to software licence agreement templates for more in-depth guidance.

Why document your use of software?

Risk of unexpected restrictions: For customers purchasing software, it is important to clearly set out the scope of their licence to use that software in a software licence agreement. Particularly where a customer is procuring business-critical software, unless the scope of the licence is clearly defined, there is a risk that the software supplier could suspend or restrict the use of the software which could have a major impact on the customer’s business. The software licence agreement should set out how long the customer is entitled to use the software, to allow for continuity of use.

Protecting rights in the software: It is equally important to document the terms relating to the provision of software for software suppliers to ensure that: (i) their software is not exploited; (ii) it is clear when and what the supplier gets paid for licensing the software; and (iii) the supplier’s rights in, and ownership of, the software are protected.

This software licence agreement template sets out clear rules and restrictions on the use of the software by the customer and its authorised users. A software provider’s intellectual property (IP) is often one of its most valuable assets - that’s why we’ve created this handy guide for suppliers to protect their business and mitigate risk when it comes to software IP.

Know how long the licence lasts: For both parties, it is important to clearly understand how and when the licence could come to an end to avoid an unexpected, sudden stop in licence fees or software use, so this should be documented in a software licence agreement (as provisions relating to term and termination rights).

Whether you’re a software provider or a business seeking to purchase software, these agreements play a crucial role in defining the terms and conditions of usage whilst protecting the interests of both parties involved. To equip yourself with a more in-depth knowledge of software licensing agreements, read this guide created by our legal experts.

You can also find our top tips to mitigate risk and protect your business here. ​​

What information does this software licence agreement template include?

Key provisions: This software licence agreement template contains key provisions in relation to:

  • the scope of the licence;
  • restrictions on the use of the software;
  • intellectual property right protections;
  • the charging structure and payment terms; and
  • software warranties and disclaimers.

When drafting your own software licence agreement template, take a look at our blog delving into the essential clauses to include.

You can also include support services: The software licence agreement template also contains optional clauses to cover the provision of support services (e.g. support relating to installation, maintenance and fixing bugs/issues/errors) by the software supplier to the customer if required.

This software licence agreement template assumes that the parties are contracting B2B, that they are incorporated in the UK, and that English law applies.

Customised to meet your needs

Tailored to protect your interests: This software licence agreement template contains alternate clauses depending on whether you are the supplier of software (known as the licensor) or the customer receiving the software (known as the licensee).

What are the differences: For example, in the pro-customer / pro-licensee optional clauses, there is the freedom to define a wide scope of use in order to avoid unintentionally limiting the ways in which the software can be used by the customer. However, in the pro-supplier / pro-licensor optional clauses, use of the software can be restricted to certain locations (e.g. to the customer’s own premises only) and to hardware (e.g. to specified hardware which is defined in the software licence agreement), and by a specified number of users, in order to keep control over how the software is being used.

For more information about the essential clauses to include in your software licence agreement template, check out this blog.

Other software agreements

When should this template be used: This software licence agreement template should be used where the customer is looking to obtain a licence to use and run the software from their own network or systems.

  • When should the SaaS agreement template be used: If the software is being accessed from the supplier’s systems (or via a cloud-based platform), as opposed to via the customer’s system the template Software as a Service Agreement would generally be more appropriate.

  • When should a EULA be used?: In addition to using a software licence template with a business customer, software providers often ask individual end users to agree to an End-User Licence Agreement (EULA). A EULA is a contract between the software provider and the end user that outlines the terms and conditions for using the software.

The EULA establishes a legal agreement between the software provider and the individual end user, ensuring that both parties understand their rights and obligations. It helps protect the interests of the software provider and sets out the rules and restrictions for the use of the software by the end user. Docue’s EULA can be used B2B and B2C. For more information about the key differences between software licence agreements and EULAs, check out this comprehensive guide.

If you will be developing, or engaging a developer to create software, applications or websites, check out these templates:

  • Software development: If you will be developing software or engaging a developer to create bespoke software for your business, our software development agreement template would be a suitable template. It covers all the essential aspects of the agreement, ensuring clarity and protection throughout the development process. Whether you are hiring a developer or undertaking the development yourself, this template will provide a solid foundation for your software project.

  • Mobile application development: If you will be developing mobile applications, our mobile app development agreement template would be an appropriate template to use.

  • Website development: If you are diving into website development, check out our website development agreement template would be a great template for you.

The software that is being supplied under this software licence agreement template comes “as is” (or “off the shelf”) and does not require significant development to adapt it to the customer’s needs, so you should not use this document if you want a more bespoke arrangement.

Why Docue?

Easy to use: With Docue, you can create a top-quality software licence agreement in minutes. The software licence agreement template includes model clauses designed by our technology lawyers to help you draft the contract yourself and tailor it to your needs.

Organised: Signatures can be collected electronically, and all contracts you make are saved in your company's own contract account.

Transparent pricing: At Docue, we believe in transparent and cost-effective pricing without any hidden fees. You can check out our pricing here.

Sign up with Docue and see how easy it can be to create a professional-quality contract in no time.

Tags: software licence agreement template, software licence agreement, software licensing, software license agreement template, software license agreement

Legislation GB-EAW
Topics Updated by a lawyer: 6 Nov 2023

Docue gives you access to 130+ high-quality legal templates drafted and maintained by UK lawyers. Trusted by 40,000+ companies.

"We needed an instant fix for writing contracts and looked around at alternatives, but Docue was superior. Easy to engage with and a wide range of templates."

Darrell Arnold

Founder & CEO, Servicedek

"Docue gave us professional contracts that we know are legally written, and cover us in a way that's easy for a non-expert to understand."

Andrew Cowen

Chief Commercial Officer, Komerz