Software License Agreements

Many companies manage the commercialization of their software through software license agreements, also known as end-user license agreements. Through these agreements, users can establish their right to use software, and the businesses that produce software can control how the buyer uses it. Businesses may grant the user the right to perform certain actions such as installing the software, backing up the software, or even sharing the software. Businesses may also prohibit users from modifying the software, such as reverse engineering it or attempting to transfer the software to third parties. Finally, the license agreement may disclaim a warranty of performance or attempt to limit liability that may result from the software’s use.

Such terms might be communicated to the end-user through a shrink-wrap software licensing agreement, in which the agreement is sealed within a physical package of software — inaccessible to the buyer until after purchase. These terms might also be communicated to the end-user through a click-wrap software licensing agreement in which the agreement pops up as the user tries to download or install the software.

While software licensing management is important, some of these licensing agreements are difficult to enforce depending on the jurisdiction in which the sale of the software takes place. Our attorneys can help draft licenses that afford software due protection, feel minimally intrusive to the end-user, and are likely enforceable if a software license dispute arises.