Software License Agreement

LICENSOR LETTERHEAD

{{company_name}}

{{company_address}}

Phone: {{phone}}

Email: {{email}}

Website: {{website}}

SOFTWARE LICENSE AGREEMENT

This Software License Agreement (hereinafter referred to as the “Agreement”) is entered into on this {{day}} day of {{month}}, {{year}} (the “Effective Date”), by and between:

{{licensor_company_name}}, a company duly incorporated and existing under the laws of {{jurisdiction}}, with its principal place of business at {{licensor_address}} (hereinafter referred to as the “Licensor”); and

{{licensee_company_name}}, a company duly incorporated and existing under the laws of {{jurisdiction}}, with its principal place of business at {{licensee_address}} (hereinafter referred to as the “Licensee”).

Collectively referred to as the “Parties” and individually as a “Party”.

1. DEFINITIONS

1.1. “Software” refers to the computer programs, applications, and all associated documentation, including but not limited to, the object code, source code, updates, and enhancements provided by the Licensor.

1.2. “License” refers to the non-exclusive, non-transferable right granted to the Licensee to use the Software in accordance with the terms and conditions of this Agreement.

2. GRANT OF LICENSE

2.1. Subject to the terms and conditions of this Agreement, the Licensor hereby grants to the Licensee a non-exclusive, non-transferable license to use the Software for {{purpose_of_use}}.

2.2. The Licensee is permitted to install and use the Software on a maximum of {{number_of_devices}} devices at the location specified in this Agreement.

2.3. The License does not include the right to sublicense, distribute, or otherwise transfer the Software to any third party without the prior written consent of the Licensor.

3. LICENSE FEES

3.1. In consideration for the License granted herein, the Licensee shall pay the Licensor a license fee of {{currency}} {{license_fee_amount}} ({{license_fee_amount_words}}) on {{payment_due_date}}.

3.2. All fees are exclusive of any applicable taxes, duties, or levies, which shall be the sole responsibility of the Licensee.

3.3. Failure to pay the license fees within the stipulated timeframe may result in the suspension or termination of the License.

4. INTELLECTUAL PROPERTY RIGHTS

4.1. The Licensor retains all ownership rights, title, and interest in and to the Software, including all intellectual property rights, copyrights, trademarks, and patents.

4.2. This Agreement does not transfer any ownership rights of the Software to the Licensee.

5. MAINTENANCE AND SUPPORT

5.1. The Licensor shall provide maintenance and support services for the Software as per the separate Support and Maintenance Agreement, if applicable, or as agreed upon in writing by both Parties.

6. TERMINATION

6.1. This Agreement shall remain in effect until terminated by either Party in accordance with the provisions herein.

6.2. Either Party may terminate this Agreement immediately upon written notice if the other Party materially breaches any of its obligations and fails to remedy such breach within {{notice_period_days}} days of receiving written notice.

6.3. Upon termination, the Licensee shall cease all use of the Software and, if requested by the Licensor, return or destroy all copies of the Software and its documentation.

7. LIMITATION OF LIABILITY

7.1. To the maximum extent permitted by applicable law, the Licensor shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to, loss of profits, data, or business interruption, arising out of the use or inability to use the Software.

7.2. The total liability of the Licensor under this Agreement shall not exceed the license fees paid by the Licensee for the Software.

8. GOVERNING LAW AND DISPUTE RESOLUTION

8.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_jurisdiction}}.

8.2. Any dispute, controversy or claim arising out of or relating to this Agreement, or the breach, termination or invalidity thereof, shall be settled by amicable negotiation between the Parties.

8.3. If the Parties are unable to reach an amicable settlement, the dispute shall be referred to arbitration in accordance with the rules of the {{arbitration_body}}.

SIGNATURES

IN WITNESS WHEREOF, the Parties hereto have executed this Software License Agreement as of the Effective Date.

LICENSOR:

___________________________

By: {{licensor_authorized_signatory_name}}

Title: {{licensor_authorized_signatory_title}}

Date: {{licensor_signature_date}}

LICENSEE:

___________________________

By: {{licensee_authorized_signatory_name}}

Title: {{licensee_authorized_signatory_title}}

Date: {{licensee_signature_date}}