This Multi User Software License Agreement template is designed for use when organizations need to license software for multiple users within their business operations. It is specifically structured to comply with Canadian federal and provincial legislation, including requirements under the Copyright Act, PIPEDA, and provincial electronic commerce laws. The agreement is particularly suitable for enterprise software deployments where multiple employees or departments require access to the licensed software. It includes comprehensive terms for user management, security protocols, usage restrictions, and scalability provisions, making it appropriate for both small business deployments and large enterprise implementations. The document addresses modern software licensing considerations including cloud access, remote users, and data protection requirements under Canadian law.
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1. Parties: Identification of the licensor and licensee, including full legal names and addresses
2. Background: Context of the agreement, nature of the software, and general purpose of the license
3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Authorized Users', 'Software', 'Documentation', etc.
4. Grant of License: Scope of the license, permitted uses, and any territorial restrictions
5. User Management: Rules for managing authorized users, including addition, removal, and authentication processes
6. License Restrictions: Specific prohibitions and limitations on use of the software
7. Intellectual Property Rights: Assertion of ownership and IP rights in the software
8. Fees and Payment: License fees, payment terms, and any user-based pricing structure
9. Term and Termination: Duration of the license and circumstances for termination
10. Confidentiality: Protection of confidential information exchanged during the license period
11. Limited Warranty: Scope of warranty provided for the software
12. Limitation of Liability: Limitations on licensor's liability and caps on damages
13. General Provisions: Standard boilerplate including governing law, notices, and assignment
1. Professional Services: Include when implementation or consulting services are provided alongside the software
2. Service Level Agreement: Include for cloud-based software to specify availability and performance standards
3. Data Protection: Include detailed privacy terms when the software processes personal information
4. Disaster Recovery: Include for business-critical applications requiring specific recovery procedures
5. Source Code Escrow: Include when source code escrow arrangements are part of the agreement
6. Export Controls: Include when software is subject to export control regulations
7. Third-Party Software: Include when the software incorporates third-party components
8. Audit Rights: Include when licensor requires rights to audit licensee's use of the software
1. Schedule A - Software Description: Detailed technical specifications and functionality of the software
2. Schedule B - License Fees: Detailed pricing structure and payment terms
3. Schedule C - Support Services: Description of support and maintenance services provided
4. Schedule D - Service Level Agreement: Technical performance metrics and service levels
5. Schedule E - Acceptable Use Policy: Detailed rules for acceptable use of the software
6. Appendix 1 - Authorized User Guidelines: Specific rules and procedures for managing authorized users
7. Appendix 2 - Security Requirements: Security standards and requirements for software use
8. Appendix 3 - Data Processing Terms: Specific terms for handling and processing of data
Relevant legal definitions
Acceptable Use Policy
Affiliate
Agreement
API
Authorized Users
Business Day
Confidential Information
Configuration
Documentation
Effective Date
Fees
Force Majeure Event
Intellectual Property Rights
License Term
Licensed Software
Licensee
Licensor
Maintenance Services
Malicious Code
Modifications
Normal Business Hours
Personal Information
Professional Services
Security Breach
Service Level Agreement
Software Updates
Source Code
Specifications
Support Services
System Administrator
Technical Requirements
Third Party Software
User Authentication
User Credentials
User Data
User Interface
User Licenses
User Manual
Version
Virus
Affiliate
Agreement
API
Authorized Users
Business Day
Confidential Information
Configuration
Documentation
Effective Date
Fees
Force Majeure Event
Intellectual Property Rights
License Term
Licensed Software
Licensee
Licensor
Maintenance Services
Malicious Code
Modifications
Normal Business Hours
Personal Information
Professional Services
Security Breach
Service Level Agreement
Software Updates
Source Code
Specifications
Support Services
System Administrator
Technical Requirements
Third Party Software
User Authentication
User Credentials
User Data
User Interface
User Licenses
User Manual
Version
Virus
Clauses
Definitions
License Grant
License Restrictions
User Management
Intellectual Property Rights
Fees and Payment
Confidentiality
Data Protection
Security Requirements
Service Levels
Support Services
Warranties
Limitation of Liability
Indemnification
Term and Termination
Force Majeure
Assignment
Audit Rights
Compliance with Laws
Dispute Resolution
Notice
Governing Law
Entire Agreement
Severability
Amendment
Third Party Rights
Export Control
Insurance
Survival
Counterparts
License Grant
License Restrictions
User Management
Intellectual Property Rights
Fees and Payment
Confidentiality
Data Protection
Security Requirements
Service Levels
Support Services
Warranties
Limitation of Liability
Indemnification
Term and Termination
Force Majeure
Assignment
Audit Rights
Compliance with Laws
Dispute Resolution
Notice
Governing Law
Entire Agreement
Severability
Amendment
Third Party Rights
Export Control
Insurance
Survival
Counterparts
Relevant Industries
Information Technology
Software Development
Financial Services
Healthcare
Education
Manufacturing
Professional Services
Retail
Telecommunications
Government
Non-profit Organizations
Research Institutions
Relevant Teams
Legal
Information Technology
Procurement
Compliance
Information Security
Risk Management
Operations
Finance
Software Asset Management
Enterprise Architecture
Contract Administration
Relevant Roles
Chief Information Officer
IT Director
Legal Counsel
Procurement Manager
Software License Manager
Compliance Officer
Information Security Officer
Risk Manager
Operations Director
Technology Manager
Contract Administrator
Enterprise Architect
System Administrator
Chief Technology Officer
Chief Legal Officer
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