The Software Subscription Agreement is designed for use when establishing a recurring relationship for software access and usage. This contract type is essential in modern digital service delivery, particularly in SaaS arrangements. Governed by English and Welsh law, it addresses critical aspects such as service delivery, data protection, intellectual property rights, and payment terms. The agreement is particularly relevant in the context of UK business operations and must comply with local regulations including data protection and consumer protection laws.
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1. Parties: Identification of contracting parties with full legal names and addresses
2. Background: Context of the agreement and brief description of the software service
3. Definitions: Key terms used throughout the agreement
4. Subscription Terms: Duration, renewal, and termination provisions
5. License Grant: Scope of software usage rights
6. Fees and Payment: Pricing, payment terms, and billing procedures
7. Service Levels: Performance standards and availability commitments
8. Data Protection: Data handling and privacy obligations under UK GDPR and Data Protection Act 2018
9. Intellectual Property Rights: Ownership and protection of IP
10. Liability and Indemnification: Risk allocation between parties
1. Professional Services: Terms for additional services like implementation or training (include when additional services are part of the offering)
2. White-labeling: Terms for rebranding and resale (include for reseller arrangements)
3. Source Code Escrow: Terms for source code protection (include for business-critical applications)
1. Service Description: Detailed description of software functionality and features
2. Service Level Agreement: Detailed performance metrics and remedies
3. Data Processing Agreement: Detailed data protection obligations and procedures
4. Pricing Schedule: Detailed fee structure and payment terms
5. Support Services: Description of support levels and procedures
6. Acceptable Use Policy: Rules governing use of the software
Relevant legal definitions
Acceptance Tests
Affiliate
Authorized Users
Business Day
Confidential Information
Customer Data
Documentation
Effective Date
Fees
Force Majeure Event
Initial Term
Intellectual Property Rights
License
Maintenance Release
New Version
Normal Business Hours
Personal Data
Renewal Period
Service Credits
Service Level Agreement
Services
Software
Subscription
Subscription Term
Support Services
System Requirements
Term
Third Party Software
User Subscriptions
Virus
Vulnerability
Affiliate
Authorized Users
Business Day
Confidential Information
Customer Data
Documentation
Effective Date
Fees
Force Majeure Event
Initial Term
Intellectual Property Rights
License
Maintenance Release
New Version
Normal Business Hours
Personal Data
Renewal Period
Service Credits
Service Level Agreement
Services
Software
Subscription
Subscription Term
Support Services
System Requirements
Term
Third Party Software
User Subscriptions
Virus
Vulnerability
Clauses
Interpretation
Subscription Grant
License Scope
Service Provision
Customer Obligations
Provider Obligations
Fees and Payment
Service Levels
Support Services
Data Protection
Data Security
Confidentiality
Intellectual Property Rights
Third Party Software
Warranties
Anti-Bribery
Force Majeure
Term and Termination
Consequences of Termination
Limitation of Liability
Indemnification
Insurance
Assignment and Subcontracting
Change Control
Force Majeure
Notices
Dispute Resolution
Entire Agreement
Variation
Waiver
Severance
Third Party Rights
Governing Law and Jurisdiction
Subscription Grant
License Scope
Service Provision
Customer Obligations
Provider Obligations
Fees and Payment
Service Levels
Support Services
Data Protection
Data Security
Confidentiality
Intellectual Property Rights
Third Party Software
Warranties
Anti-Bribery
Force Majeure
Term and Termination
Consequences of Termination
Limitation of Liability
Indemnification
Insurance
Assignment and Subcontracting
Change Control
Force Majeure
Notices
Dispute Resolution
Entire Agreement
Variation
Waiver
Severance
Third Party Rights
Governing Law and Jurisdiction
Relevant Industries
Relevant Teams
Relevant Roles
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