District of Columbia (DC) Checklist for Software License Agreement A software license agreement is a legal document that outlines the terms and conditions for using software. In the District of Columbia, there are several key points to consider when creating a checklist for a software license agreement. This checklist ensures compliance with specific laws and regulations unique to the District of Columbia jurisdiction. 1. Title and Parties: Clearly state the title of the agreement at the beginning, including the names and addresses of all parties involved, such as the licensor and licensee. 2. Definitions: Include a section that defines key terms used throughout the agreement, ensuring mutual understanding and clarity between the parties involved. 3. Grant of License: Specify the scope and extent of the license being granted. Identify the software version, features, and limitations. Determine if the license is exclusive or non-exclusive, perpetual or limited in duration. 4. Intellectual Property Rights: Clearly describe the ownership and intellectual property rights associated with the licensed software. Specify whether the licensee has the right to modify or enhance the software, and if so, what restrictions apply. 5. License Fees: Outline the payment terms for the software license, including any upfront fees, ongoing maintenance charges, royalties, or subscription fees. State the payment schedule, mode of payment, and any applicable late payment penalties. 6. Support and Maintenance: Specify the level of support and maintenance services to be provided by the licensor, such as bug fixes, updates, upgrades, and technical assistance. Determine the turnaround time for resolution of any software-related issues. 7. Confidentiality: Include provisions to protect the confidentiality of any proprietary or sensitive information disclosed during the license agreement. Address restrictions on the licensee's use, disclosure, and handling of confidential data. 8. Warranties and Limitations of Liability: Detail any warranties provided by the licensor, such as performance guarantees, fitness for a particular purpose, or non-infringement. Also, establish any limitations of liability for damages arising from the use or misuse of the software. 9. Termination: Specify the conditions under which either party may terminate the license agreement, including breach of terms, non-payment, or insolvency. Outline the consequences of termination, such as the licensee's obligation to cease using the software. 10. Dispute Resolution: Include a section outlining the method of resolving disputes, including whether arbitration or litigation will be used. Be sure to comply with the specific dispute resolution laws applicable in the District of Columbia jurisdiction. Additional Types of District of Columbia Checklist for Software License Agreement: 1. DC Government Software License Agreement Checklist: Tailored specifically for software licensing agreements involving the District of Columbia government. Additional provisions may be required to comply with government regulations, procurement processes, and data privacy requirements. 2. DC Nonprofit Organization Software License Agreement Checklist: Designed for software license agreements between nonprofits and software vendors. Specific clauses may be needed to address tax-exempt status, charitable regulations, and compliance with non-profit governance rules in the District of Columbia. 3. DC Educational Institution Software License Agreement Checklist: A checklist created for software licenses between educational institutions, such as schools or universities, and software providers. Special considerations may include student data privacy, intellectual property ownership by the institution, and compliance with educational regulations. By utilizing a comprehensive checklist tailored to the District of Columbia jurisdiction, all parties involved in a software license agreement can ensure compliance with relevant laws and regulations, protecting their interests and fostering a mutually beneficial relationship.