The Basic Software Licence Agreement is essential for any software distribution arrangement in the UK market. It provides a comprehensive framework for protecting intellectual property rights while enabling commercial exploitation of software products. This document is particularly relevant when software providers need to establish clear terms of use, payment structures, and liability limitations. Under English and Welsh law, this agreement typically incorporates provisions for compliance with data protection regulations, consumer protection laws, and intellectual property rights. It serves as a fundamental tool for managing software distribution relationships and mitigating legal risks.
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1. Parties: Identification of the licensor and licensee
2. Background: Context and purpose of the agreement
3. Definitions: Key terms used throughout the agreement
4. Grant of Licence: Scope and nature of the software licence
5. Licence Fees: Payment terms and conditions
6. Intellectual Property Rights: Ownership and protection of IP
7. Term and Termination: Duration and termination provisions
8. Warranties and Limitations: Warranties provided and liability limitations
1. Support and Maintenance: Terms for ongoing support services - include when ongoing support is offered
2. Data Protection: Data processing obligations - include when personal data is processed
3. Source Code Escrow: Source code protection provisions - include for business-critical software
4. Service Levels: Performance standards and metrics - include for SaaS products
1. Schedule 1 - Software Description: Detailed description of licensed software
2. Schedule 2 - Technical Requirements: Minimum system requirements
3. Schedule 3 - Fee Schedule: Detailed breakdown of fees
4. Schedule 4 - Service Level Agreement: Detailed service levels and metrics
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