The Business Software License Agreement is essential for any software vendor operating in India who wishes to license their software products to business customers while maintaining control over their intellectual property rights. This document is specifically designed to comply with Indian legal requirements, including the Information Technology Act, 2000, Indian Contract Act, 1872, and relevant data protection regulations. It should be used when a software vendor wants to grant another business the right to use their software under specific terms and conditions, typically involving payment of license fees. The agreement covers critical aspects such as license scope, usage restrictions, maintenance and support, warranties, liability limitations, and termination rights, all within the framework of Indian law. It's particularly important for protecting the vendor's IP rights while providing the licensee with clear usage rights and ensuring compliance with local regulations.

1. Parties: Identification of licensor and licensee with full legal names and addresses

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

3. Definitions: Defined terms used throughout the agreement including Software, Documentation, Intellectual Property Rights, Licensed Users, etc.

4. Grant of License: Scope and nature of the license being granted, including usage rights and restrictions

5. License Fees and Payment Terms: Details of licensing fees, payment schedule, and payment methods

6. Delivery and Installation: Terms regarding software delivery, installation process, and acceptance criteria

7. Licensor's Obligations: Responsibilities of the licensor including support, maintenance, and warranty provisions

8. Licensee's Obligations: Responsibilities and restrictions on the licensee's use of the software

9. Intellectual Property Rights: Assertion and protection of IP rights, ownership declarations

10. Confidentiality: Protection of confidential information exchanged between parties

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

12. Post-Termination Obligations: Actions required after agreement termination

13. Limitation of Liability: Caps on liability and exclusions of certain types of damages

14. Governing Law and Jurisdiction: Applicable law and courts for dispute resolution

15. General Provisions: Standard boilerplate clauses including notices, assignment, severability