Gartner Research

IT Procurement: Improve Software Contract Terms and Conditions by Developing a Software Contract Checklist

Published: 07 December 2011

ID: G00219108

Analyst(s): Jo Ann Rosenberger , Jane B. Disbrow

Summary

IT procurement professionals should develop a checklist of standard terms and conditions to be included in license agreements for traditional licensed software. This research includes a checklist of some of these terms and conditions, including examples illustrating the areas of risk.

Table Of Contents
  • Overview

Analysis

  • What You Need to Know
  • Definitions
  • License Grant
  • Payment Terms
  • Usage and Access Rights
  • Right to Use Outsourcers
  • License Metric Description and Examples
  • Protection for Product Name and Metric Changes
  • Capacity Increases/Decreases
  • Platform Portability
  • Maintenance and Support Entitlements
  • Maintenance Increase Caps
  • Removal of Licenses From Support
  • Rights to Future Versions and Enhancements
  • Software Antivirus Warranty
  • Acceptance Criteria
  • Merger/Acquisition/Divestiture
  • Clarification of Audit Rights
  • Failover
  • Disaster Recovery
  • Confidentiality and Nondisclosure Clauses
  • End-of-Term Rights and Protection
  • Cancellation Terms
  • Dispute Clauses
  • Include "At No Additional Cost" Provisions
  • Customer Developed Software Contracts
  • Conclusion

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