In the event of an infringement remedy, there should be a guarantee of infringement and legal action. Generally, this means that the licensee informs the licensee of actual or expected claims against him or his customers and agrees to compensate and defend the licensee against him. The licensee should have the right to participate in the defence at his own expense; it may also seek to take control of the defence, perhaps even at its own expense, unless the licensee has mishanded the defence. If training is required, the licensee`s obligation to make it available (when and where) should be indicated. Maintenance and support (fixes, corrected versions, new upgrades/releases, phone advice, online support and/or programming) are almost always required. Thus, either the contract should expose the licensee`s right to assistance, or a separate maintenance contract should be signed at the same time, or the contract should give the licensee the right to enter into a maintenance contract. See the “corrective measures” below. Maintenance availability should be guaranteed for a minimum period, for example. B 3 or 5 years, with a fixed price, if possible. B current prices not exceeding the consumer price index or a fixed percentage (for example.
B 3/5/7% per year). Effects of termination – What happens after the termination of the contract? If it is an as a service (“SaaS”) or another Internet access license, the license or subscription agreement should allow for the right level of use and access (whether defined by users, seats, fields, etc.) and perhaps the right to download and copy the documentation you need. Duration of agreement – When does the agreement come into force and when does it expire? If it is a local facility, the license granted must be large enough to allow the licensee to install and use the software on one or more computer systems, copy it as needed (including to run the program and for an appropriate backup) and modify it if necessary. (Copy and change fees should, if necessary, apply to documentation). If the license indicates a processor, it should be clear that the program can be run on each backup or replacement processor. Also consider finding a specific “coverage” to remedy the situation: in other words, if the licensed or subscription product cannot function properly, the licensee would ideally be required to pay the licensee`s fees to obtain a comparable operating system. However, expect an argument about this, especially if similar software does not exist or is extremely expensive. In most cases, the licensee has the right to modify the program so that it is not offensive to replace it with a non-harming substitute (either of its own creation or of a third party – the cover product referred to above) or to recover materials and grant a refund. If such provisions are included, ensure that the modified or replaced software continues to meet the applicable specifications and that the refund is reasonable (for example. B, it should not be a simple refund of the amount paid for the application or the corresponding module if it is indeed an integrated system and if the removal of a single component could render the whole useless or less valuable to the licensee).
