Software Licence Agreement (On-Premise)

A business-to-business licence for software installed on the customer’s own servers or devices, with licence metrics, delivery, support and maintenance, audit and IP protection.

Editable Word document
16
10pages
Guidance notes included
aml consultancy solutions

Tech & SaaS

Software Licence Agreement (On-Premise)

About this document

What it’s for

A licence for business software that the customer installs and runs on its own infrastructure or private cloud, rather than accessing as a hosted service. It covers the licence scope, fees, delivery and installation, support and maintenance, licence compliance checks, warranties and liability.

When to use it

  • Selling perpetual or term licences for installed software to business customers
  • Where the customer runs the software in its own data centre, on-site servers or own cloud tenancy
  • Use the SaaS Subscription Terms instead if you host the software yourself

What’s inside

The document is laid out in the sections below. Each one comes with a plain-English guidance note explaining what it does and what to change.

  1. Definitions and interpretation
  2. Grant of licence
  3. Restrictions
  4. Licensee responsibilities
  5. Delivery and installation
  6. Fees and payment
  7. Support and maintenance
  8. Licence verification
  9. Intellectual property
  10. Warranties
  11. Intellectual property indemnity
  12. Limitation of liability
  13. Source code escrow
  14. Confidentiality
  15. Data protection
  16. Term and termination
  17. Force majeure
  18. General
  19. Disputes, governing law and jurisdiction
  20. Definitions and interpretation
  21. Grant of licence
  22. Restrictions
  23. Licensee responsibilities
  24. Delivery and installation
  25. Fees and payment
  26. Support and maintenance
  27. Licence verification
  28. Intellectual property
  29. Warranties
  30. Intellectual property indemnity
  31. Limitation of liability
  32. Source code escrow
  33. Confidentiality
  34. Data protection
  35. Term and termination
  36. Force majeure
  37. General
  38. Disputes, governing law and jurisdiction

Also included

  • 1. What is included
  • 2. What is not included
  • 3. Support Hours and response targets

How to complete it

  • Complete the licence details in Schedule 1 – the licence type, metric and permitted use are the heart of the deal
  • Complete or replace the support and maintenance terms in Schedule 2
  • Decide whether to offer escrow (clause 13) and installation services (clause 5)
  • Set the liability cap in clause 12

Key points to check

  • Make the licence metric (users, devices, cores, sites) precise and measurable
  • Audit rights must be proportionate – heavy-handed audits damage relationships

Our templates are professionally structured starting points for UK businesses, not legal advice. For anything complex, unusual or high-value, have your final version checked by a solicitor.

Included in the pack

Tech & SaaS

£20

for every document in this category

Editable Microsoft Word files

Guidance notes in every document

Written for UK businesses

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