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Subscription License Agreement Template for United States

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Key Requirements PROMPT example:

Subscription License Agreement

"I need a Subscription License Agreement for my new SaaS platform that will be launched in March 2025, with specific focus on data protection clauses as we'll be handling sensitive customer information and operating across multiple US states."

Document background
The Subscription License Agreement serves as the primary legal framework for software-as-a-service (SaaS) and recurring digital service arrangements in the United States. This document is essential when establishing ongoing relationships between service providers and subscribers, particularly in cloud-based or digital service contexts. It addresses critical aspects such as usage rights, service levels, data protection, payment terms, and compliance with federal and state regulations. The agreement is designed to protect both parties' interests while ensuring clarity in responsibilities and expectations throughout the subscription period.
Suggested Sections

1. Parties: Identification of the contracting parties and their legal status

2. Background: Context and purpose of the agreement

3. Definitions: Key terms used throughout the agreement

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

5. Payment Terms: Subscription fees, payment schedule, invoicing, and related financial terms

6. Term and Termination: Duration of agreement, renewal terms, and termination conditions

7. Service Level Agreement: Performance standards, availability commitments, and support obligations

8. Intellectual Property Rights: Ownership of IP, rights granted, and protection of proprietary information

9. Confidentiality: Protection and handling of confidential information

10. Warranties and Disclaimers: Service warranties, disclaimers, and limitation of liability

11. Governing Law: Applicable law and jurisdiction for dispute resolution

Optional Sections

1. Data Protection: Privacy and data handling provisions, compliance with privacy laws

2. Professional Services: Terms for additional implementation, training, or consulting services

3. White Labeling: Terms for rebranding and reselling the software

4. Disaster Recovery: Business continuity and disaster recovery procedures

5. Insurance: Insurance requirements and coverage obligations

Suggested Schedules

1. Schedule A - Service Description: Detailed description of the licensed services and functionality

2. Schedule B - Service Level Metrics: Specific performance metrics, measurement methods, and remedies

3. Schedule C - Price List: Detailed pricing structure, tiers, and optional add-ons

4. Schedule D - Data Processing Agreement: Detailed data handling procedures, security measures, and compliance obligations

5. Schedule E - Support Services: Details of technical support, maintenance, and upgrade procedures

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Clauses






























Industries

Digital Millennium Copyright Act (DMCA): Federal law that criminalizes production and dissemination of technology, devices, or services intended to circumvent measures that control access to copyrighted works.

Computer Fraud and Abuse Act (CFAA): Federal law that addresses computer crimes, including unauthorized access to computer systems and networks.

Federal Copyright Act: Primary federal law governing copyright protection, essential for software licensing and content distribution.

E-SIGN Act: Federal law ensuring the legal validity of electronic signatures and electronic records in commercial transactions.

Federal Trade Commission Act: Prohibits unfair or deceptive practices in commerce, affecting how terms and conditions must be presented and enforced.

California Consumer Privacy Act (CCPA): State law providing California residents with rights regarding their personal information and imposing obligations on businesses handling such data.

GDPR Compliance Considerations: EU regulation that may apply if the service is accessible to EU residents, requiring specific data protection and privacy measures.

COPPA: Federal law imposing requirements on operators of websites or online services directed to children under 13 years of age.

Magnuson-Moss Warranty Act: Federal law governing consumer product warranties, affecting how warranties must be disclosed and handled.

Uniform Commercial Code (UCC): Standardized set of laws governing commercial transactions, including sale of goods and services.

Uniform Electronic Transactions Act (UETA): State-level law (adopted by most states) providing legal framework for electronic transactions and records.

Auto-renewal Laws: State-specific laws (particularly strict in California) governing automatic renewal terms in subscription agreements.

HIPAA: Federal law establishing standards for protecting sensitive patient health information, relevant if handling medical data.

Gramm-Leach-Bliley Act: Federal law requiring financial institutions to explain their information-sharing practices and protect sensitive data.

State-specific Contract Laws: Various state laws governing contract formation, enforcement, and interpretation that may affect the agreement's terms.

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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