Minnesota Checklist - Software License Agreement Provisions

• Category: Technology - Software - Checklists
• State: Multi-State
• Control #: US-04089BG
• Format: Word; Rich Text

Description

A software license agreement offers a contractual remedy against the user for failing to comply with any provision in the agreement. This is in addition to any other legal remedies that may be available, such as those under copyright law. A license agreement should set forth the parameters and restrictions on use of the software. They are also important to limit the software owners' liability for use of the software which can significantly lower the site's risk of doing business. These agreements can also waive legal warranties which are implied into the sale of software including warranties of non-infringement. Minnesota Checklist — Software License Agreement Provisions A software license agreement is a legally binding contract that outlines the terms and conditions under which software can be used, distributed, or accessed. In the state of Minnesota, there are certain provisions and considerations that should be included in a software license agreement. Here is a detailed description of what these provisions may entail: 1. Ownership and Grant of License: Clearly define the ownership rights of the software and specify whether the license granted is exclusive or non-exclusive. Include details on the scope of the license, such as limitations on users, devices, or locations. 2. Permitted Use and Restrictions: Describe the permitted uses of the software and any restrictions or limitations imposed on the licensee. This may include restrictions on reverse engineering, decompiling, or modifying the software. 3. Termination: Outline the circumstances under which the license agreement can be terminated, such as breach of agreement or non-payment of fees. Specify the consequences and responsibilities of both parties upon termination, such as ceasing use and returning or destroying copies of the software. 4. Support and Maintenance: Specify the level of support and maintenance services that will be provided by the software vendor. Clarify any associated costs, response times, and procedures for reporting and resolving issues. 5. Intellectual Property Rights: Address intellectual property concerns, such as confirming that the licensee will not acquire any ownership rights to the software and that the software vendor holds all necessary rights and permissions for licensing. 6. Confidentiality: Include provisions that require the licensee to maintain the confidentiality of any proprietary or sensitive information disclosed to them through the use of the software. Specify the exceptions for disclosing information, such as legal obligations or consent. 7. Liability and Indemnity: Allocate liability between the parties and define any limitations or exclusions of liability. Include indemnity provisions to protect the software vendor from any losses, damages, or claims arising from the licensee's use of the software. 8. Governing Law and Jurisdiction: Specify that the agreement will be governed by the laws of Minnesota and stipulate the jurisdiction or venue for any disputes that may arise. Different types of Minnesota Checklist — Software License Agreement Provisions may include variations in the level of detail, specific restrictions or permissions based on the nature of the software, and additional clauses to address state-specific laws or regulations. It is important to consult with a legal professional experienced in software licensing to ensure that the specific needs and requirements of your software and business are adequately addressed in the license agreement.

Minnesota Checklist — Software License Agreement Provisions A software license agreement is a legally binding contract that outlines the terms and conditions under which software can be used, distributed, or accessed. In the state of Minnesota, there are certain provisions and considerations that should be included in a software license agreement. Here is a detailed description of what these provisions may entail: 1. Ownership and Grant of License: Clearly define the ownership rights of the software and specify whether the license granted is exclusive or non-exclusive. Include details on the scope of the license, such as limitations on users, devices, or locations. 2. Permitted Use and Restrictions: Describe the permitted uses of the software and any restrictions or limitations imposed on the licensee. This may include restrictions on reverse engineering, decompiling, or modifying the software. 3. Termination: Outline the circumstances under which the license agreement can be terminated, such as breach of agreement or non-payment of fees. Specify the consequences and responsibilities of both parties upon termination, such as ceasing use and returning or destroying copies of the software. 4. Support and Maintenance: Specify the level of support and maintenance services that will be provided by the software vendor. Clarify any associated costs, response times, and procedures for reporting and resolving issues. 5. Intellectual Property Rights: Address intellectual property concerns, such as confirming that the licensee will not acquire any ownership rights to the software and that the software vendor holds all necessary rights and permissions for licensing. 6. Confidentiality: Include provisions that require the licensee to maintain the confidentiality of any proprietary or sensitive information disclosed to them through the use of the software. Specify the exceptions for disclosing information, such as legal obligations or consent. 7. Liability and Indemnity: Allocate liability between the parties and define any limitations or exclusions of liability. Include indemnity provisions to protect the software vendor from any losses, damages, or claims arising from the licensee's use of the software. 8. Governing Law and Jurisdiction: Specify that the agreement will be governed by the laws of Minnesota and stipulate the jurisdiction or venue for any disputes that may arise. Different types of Minnesota Checklist — Software License Agreement Provisions may include variations in the level of detail, specific restrictions or permissions based on the nature of the software, and additional clauses to address state-specific laws or regulations. It is important to consult with a legal professional experienced in software licensing to ensure that the specific needs and requirements of your software and business are adequately addressed in the license agreement.