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White Label Software License Template for United States

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Key Requirements PROMPT example:

White Label Software License

"Need a White Label Software License agreement for our AI analytics platform, allowing resellers to rebrand and distribute our software in the APAC region, with specific provisions for data protection and quarterly revenue sharing starting March 2025."

Document background
The White Label Software License Agreement is essential when a software company wants to allow other businesses to resell their software under different branding. This document, structured according to U.S. legal requirements, provides comprehensive coverage of licensing terms, including rebranding rights, usage restrictions, revenue sharing, support obligations, and intellectual property protections. It's particularly valuable for companies looking to expand their market reach without developing new software, while protecting the original developer's interests and ensuring regulatory compliance.
Suggested Sections

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

2. Background: Context of the agreement and brief description of the software product

3. Definitions: Key terms used throughout the agreement including Software, White Label Rights, Territory, etc.

4. Grant of License: Scope of license, including white labeling rights and territory restrictions

5. License Restrictions: Specific limitations on use, modification, and distribution

6. Intellectual Property Rights: Ownership and protection of IP rights in the software

7. Fees and Payment Terms: License fees, payment schedule, and related financial terms

8. Term and Termination: Duration of agreement and termination conditions

Optional Sections

1. Service Level Agreement: Performance metrics and support obligations (include when offering ongoing support or maintenance)

2. Data Protection: Data handling and privacy requirements (include when personal data is processed)

3. Source Code Escrow: Terms for source code protection and release (include when source code access might be needed in specific circumstances)

4. Professional Services: Terms for additional services like implementation or training (include when additional services are offered)

Suggested Schedules

1. Software Description: Detailed technical specifications of the software

2. Service Level Agreement Details: Specific metrics, response times, and support levels

3. Fee Schedule: Detailed breakdown of all fees and payment terms

4. Branding Guidelines: Requirements for white labeling and rebranding

5. Technical Requirements: Hardware and software requirements for operation

Authors

Alex Denne

Head of Growth (Open Source Law) @ ºìÐÓÖ±²¥ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

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Industries

Copyright Act: 17 U.S.C. - Primary federal legislation protecting software and other creative works, essential for establishing ownership and protection of the software code

Digital Millennium Copyright Act (DMCA): Federal law that criminalizes production and dissemination of technology designed to circumvent digital copyright protection measures

Computer Fraud and Abuse Act: Federal legislation that addresses computer-related crimes and unauthorized access to computer systems

Federal Trade Commission Act: Legislation governing unfair business practices and consumer protection in software licensing and distribution

Uniform Commercial Code (UCC): Article 2 governs sales of goods and may apply to software licensing transactions depending on jurisdiction

Uniform Computer Information Transactions Act (UCITA): State law adopted in Virginia and Maryland specifically governing software licenses and other computer information transactions

State Contract Laws: Various state-specific regulations governing contract formation, enforcement, and interpretation

California Consumer Privacy Act (CCPA): California's comprehensive data privacy law that may apply if the software processes California residents' personal information

HIPAA: Health Insurance Portability and Accountability Act - Required compliance if software handles protected health information

Gramm-Leach-Bliley Act: Financial services regulation that applies if the software handles financial data or is used in financial services

Patent Laws: Federal laws protecting novel, non-obvious technological innovations in software

Trade Secret Laws: State and federal laws protecting confidential business information and proprietary software components

Export Administration Regulations (EAR): Federal regulations controlling the export and transfer of certain technologies and software

International Traffic in Arms Regulations (ITAR): Federal regulations controlling the export of defense-related technologies and software

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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