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Software Sales Contract Template for Ireland

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Key Requirements PROMPT example:

Software Sales Contract

"I need a Software Sales Contract for selling our enterprise resource planning software to an Irish manufacturing company, with a three-year license term starting March 1, 2025, including standard maintenance and support services."

Document background
The Software Sales Contract is a crucial legal instrument used when a software provider wishes to sell and license their software products to customers under Irish law. This contract type is essential for technology companies operating in or from Ireland, particularly given the country's position as a European technology hub and its need to comply with both local and EU regulations. The document addresses key aspects such as license terms, usage rights, warranties, support services, and data protection requirements. It's particularly relevant for international software transactions, given Ireland's significant role in the global technology sector. The contract must comply with Irish contract law, the Sale of Goods and Supply of Services Act 1980, GDPR, and various EU directives relating to digital content and services. This agreement is commonly used by technology companies, from startups to multinational corporations, selling software products to businesses or consumers in Ireland and the European Union.
Suggested Sections

1. Parties: Identification of the seller (software company) and buyer, including registered addresses and company details

2. Background: Context of the agreement and brief description of the software product being sold

3. Definitions: Definitions of key terms used throughout the agreement

4. License Grant: Scope of software license, usage rights, and restrictions

5. Delivery and Installation: Terms regarding software delivery method, installation requirements, and acceptance criteria

6. Fees and Payment: Payment terms, pricing, payment schedule, and late payment consequences

7. Intellectual Property Rights: Ownership of IP, protection of rights, and third-party claims

8. Warranties: Software performance warranties, compliance with specifications, and warranty disclaimers

9. Support and Maintenance: Basic support terms, maintenance services, and response times

10. Term and Termination: Contract duration, renewal terms, and termination rights

11. Confidentiality: Protection of confidential information and trade secrets

12. Data Protection: GDPR compliance and data processing terms

13. Limitation of Liability: Liability caps and exclusions

14. General Provisions: Standard boilerplate clauses including governing law, notices, and assignment

Optional Sections

1. Professional Services: Additional terms for implementation, training, or consulting services if provided

2. Hardware Requirements: Specific hardware requirements or specifications if the software requires particular equipment

3. Service Level Agreement: Detailed performance metrics and service levels if specific uptime or performance guarantees are provided

4. Source Code Escrow: Terms for source code escrow arrangements if agreed

5. Third-Party Software: Terms relating to third-party software components if included

6. Export Control: Export compliance terms if the software is subject to export regulations

7. Disaster Recovery: Disaster recovery and business continuity terms for critical software

8. Insurance: Specific insurance requirements if needed for high-value or critical software

Suggested Schedules

1. Schedule 1 - Software Description: Detailed description of the software, including features, functionality, and specifications

2. Schedule 2 - License Metrics: Detailed licensing parameters (user numbers, installations, etc.) and pricing tiers

3. Schedule 3 - Support Services: Detailed support and maintenance terms, including SLAs and escalation procedures

4. Schedule 4 - Data Processing Agreement: Detailed GDPR-compliant data processing terms if personal data is processed

5. Schedule 5 - Technical Requirements: Detailed technical specifications and system requirements

6. Appendix A - Acceptance Testing: Acceptance testing procedures and criteria

7. Appendix B - Fee Schedule: Detailed breakdown of all fees, including license fees, maintenance fees, and professional services fees

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions






































Clauses


































Relevant Industries

Information Technology

Software Development

Financial Services

Healthcare

Retail

Manufacturing

Professional Services

Education

Telecommunications

Government and Public Sector

E-commerce

Insurance

Banking

Consulting

Relevant Teams

Legal

Procurement

Information Technology

Sales

Compliance

Finance

Commercial

Business Development

Risk Management

Vendor Management

Contract Administration

Relevant Roles

Legal Counsel

Contract Manager

Procurement Manager

IT Director

Chief Technology Officer

Software Sales Manager

Commercial Director

Compliance Officer

Data Protection Officer

Business Development Manager

Account Executive

Sales Director

Chief Information Officer

Vendor Manager

Legal Operations Manager

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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