Standard Software License Agreement Template for Indonesia

The Standard Software License Agreement serves as a crucial legal framework for software deployment and usage in Indonesia. This document is essential when a software provider (licensor) wishes to grant usage rights to their software while maintaining ownership and controlling its implementation. The agreement must comply with Indonesian legislation, particularly Law No. 11 of 2008 on Electronic Information and Transactions and Law No. 28 of 2014 on Copyright. It includes comprehensive provisions covering license scope, usage restrictions, fees, intellectual property rights, warranties, and liability limitations. The document is particularly important for business-to-business transactions involving software deployment, whether for standard off-the-shelf software or customized solutions, and can be adapted for various sectors while maintaining compliance with Indonesian legal requirements.

1. Parties: Identification of the licensor and licensee, including their full legal names, registration numbers, and addresses

2. Background: Context of the agreement, including brief description of the software and purpose of the license

3. Definitions: Detailed definitions of key terms used throughout the agreement, including 'Software', 'Documentation', 'Intellectual Property Rights', 'License Fee', etc.

4. Grant of License: Scope of the license, including type (non-exclusive/exclusive), territory, and permitted uses

5. License Restrictions: Specific prohibitions and limitations on the use of the software

6. License Fees and Payment: Financial terms, payment schedule, and payment methods

7. Intellectual Property Rights: Confirmation of ownership and protection of IP rights in the software

8. Confidentiality: Obligations regarding confidential information and trade secrets

9. Warranties and Representations: Warranties provided by the licensor regarding software functionality and IP rights

10. Limitation of Liability: Scope of liability limitations and exclusions under Indonesian law

11. Term and Termination: Duration of the agreement and circumstances for termination

12. Post-Termination Obligations: Actions required upon termination of the agreement

13. Governing Law and Dispute Resolution: Specification of Indonesian law as governing law and dispute resolution mechanisms

14. General Provisions: Standard boilerplate clauses including notices, assignment, and entire agreement