Software Licensing Agreement Solicitors

Software runs almost every business relationship today, yet many licence agreements are signed without proper review. Our solicitors draft and review software licensing agreements for developers, providers and business users, so permitted use, fees and liability are clear from the start.

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software licensing agreement solicitors drafting a saas contract.

Getting the Structure Right from the Start

A software licence agreement works differently depending on which side of the deal you sit on. Licensors need terms that protect their intellectual property and control how the software is used, while licensees need certainty over access, support and what happens if the relationship ends. The same clause can look very different depending on whose interests it serves. Our solicitors work with software providers and business users across Manchester and the UK, drafting terms for SaaS, on-premises and open-source models, and flagging where a generic template leaves genuine risk unaddressed on either side.

How Our Software Licensing Solicitors Help Businesses

Whether you are licensing software to customers or bringing new software into your business, our solicitors put the right terms in place.

Software Licence Drafting

We draft software licence agreements that set out permitted use, fees, support obligations and termination rights clearly, whether you are licensing on-premises software, a subscription product or a custom build, so there is no ambiguity about what the licensee can and cannot do.

SaaS and Subscription Agreements

We draft and review SaaS agreements covering uptime commitments, data handling, renewal terms and what happens to a customer’s data if the subscription ends, reflecting how hosted software gets used rather than a licence template built for installed software.

Software Licence Review

If you have been sent a software licence or EULA to sign, we review it and flag terms on liability, data access, and lock-in that could expose your business to risk beyond what you expected when you started using the software.

Escrow and Continuity Arrangements

Where software is business-critical, we advise on escrow arrangements and exit provisions that protect continued access to source code and data if a supplier stops trading or fails to deliver the ongoing support your business depends on.

Open Source and Third-Party Licensing

We review open source and third-party licensing terms embedded in software you are buying or building, flagging where those terms could require you to release your own code or restrict how the finished product can be sold.

Cross-Border Software Licensing

Where a licensor or licensee is based outside the UK, we advise on which law and jurisdiction should govern the agreement and how data protection and export considerations affect cross-border software licensing arrangements.

What This Means for You

Clear terms on what a licence permits and restricts.
Reduced risk of disputes over access, support or fees.
Continuity protection if a software supplier stops trading.
Confidence your open-source obligations are properly identified.
One point of contact for drafting, review and renewal.

Contact Us for Software Licensing Agreement Support

At MAR Legal, a software licence only protects you if it’s built around how the software is actually used. Whether you’re licensing your own product or signing up to someone else’s, we work directly with you on the terms that matter.

Get in touch today for a no obligation consultation, and let us help you license with clarity.

When To Seek Advice

Before signing a software licence or EULA a supplier has drafted.
Before licensing your own software to customers or resellers.
If a software supplier proposes changes to renewal or support terms.
Before relying on business-critical software without an escrow arrangement in place.
If a dispute arises over licence terms, data access or termination.

Meet the Founder

Marium brings 22 years of experience advising UK businesses on corporate, commercial, and dispute resolution matters. She founded MAR Legal to give businesses direct access to senior contract and commercial advice without the overhead of a traditional firm. Marium is an individually practicing Solicitor regulated by the Solicitors Regulation Authority (SRA ID: 277854) & MCiarb. You can verify her active professional credentials on the official Law Society Find a Solicitor Index.

Marium Razzaq
Solicitor & Director Mar Legal
MCIArb

Why Choose MAR Legal for Software Licensing

Solicitor Led

Every licence agreement is drafted or reviewed by our solicitors, not a generator.

Fast Turnaround

Straightforward guidance on licensing structure and risk, without unnecessary complexity.

Fixed Fee Pricing

Clear, fixed fee pricing agreed upfront, so there are no surprises on cost.

Commercial Focus

Based in Manchester, we advise licensors and licensees across the UK.

Trusted by software providers and businesses across Manchester and the UK for clear, commercially minded licensing advice.

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How Our Software Licensing Process Works

Initial Consultation

We discuss your software licensing needs and agree a fixed fee for the work.

Model Check

We confirm whether SaaS, on-premise or open source terms apply to your arrangement.

Drafting or Review

Our solicitors draft new terms or review what has already been proposed.

Sign Off

You receive a final agreement ready to sign, with the key terms explained clearly.

What Our Clients Say

    
 
 
         
   KOTA 
 
 
 
 Trustindex verifies that the original source of the review is Google. They handled it wonderfully.
  
 
        
   George Alexopoulos 
 
 
 
 Trustindex verifies that the original source of the review is Google. Umar Razzaq at MAR Legal is sharp, honest and responsive, and excellent on the detail. Great outcome. Highly recommended.
  
 
        
   Olamide Aribigbela 
 
 
 
 Trustindex verifies that the original source of the review is Google. Really happy with the service from MAR Legal. They were very professional, helpful and efficient throughout the whole process. They handled all my documents quickly and carefully, and made everything simple and stress-free.

Would definitely recommend MAR Legal to anyone looking for a reliable and professional solicitor!
  
 
        
   Mrs Whitbread 
 
 
 
 Trustindex verifies that the original source of the review is Google. Great service. Very responsive and great at explaining everything I needed. Thanks
  
 
        
   Rachel Marsden 
 
 
 
 Trustindex verifies that the original source of the review is Google. Very professional and clear advice. Easy to understand and handled with appropriate sensitivity and confidentiality.
  
 
        
   Gillian Fletcher 
 
 
 
 Trustindex verifies that the original source of the review is Google. Excellent Service, quick and efficient and clear communications throughout. Thank you.
  
 
        
   Faye McCarthy 
 
 
 
 Trustindex verifies that the original source of the review is Google. I used MAR Legal for a commercial lease on a property in Stockport. Had my initial consultation at their Spinningfields office, where I dealt directly with Marium, one of the directors. She walked me through the lease terms and the timeline upfront, so I knew what to expect at each stage. Would use them again for commercial property work in the Manchester area.
  
 
        
   Chris Johnson 
 
 
 
 Trustindex verifies that the original source of the review is Google. MAR legal helped with ILA which my mortgage lender required. They acted very quickly and at a good price. Great service.
  
 
        
   Arsa Syed 
 
 
 
 Trustindex verifies that the original source of the review is Google. Very professional and helpful. I would definitely recommend using them and will be back if I need any legal work done!!
  
 
        
   Amir Abbou 
 
 
 
 Trustindex verifies that the original source of the review is Google. They provided professional, sharp, and responsive counsel.  their contractual analysis was strong, and their advice was genuinely practical and commercially minded.
  
 
  
  
 
 
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Software Licensing Agreement FAQs

A software licence grants permission to use software under specific conditions. It does not transfer ownership of the underlying code or intellectual property, which remains with the developer or licensor. The licence sets out what the licensee can do with the software, such as the number of users, permitted devices, and whether modification or redistribution is allowed. Understanding this distinction matters because it shapes what happens to access and data when the agreement ends.

An exclusive licence means only the licensee can use the software, and the licensor cannot grant the same rights to anyone else during the licence term. A non-exclusive licence allows the licensor to license the same software to multiple customers simultaneously, which is the more common arrangement for commercial and SaaS products. The choice affects pricing, since exclusivity typically commands a premium, and it should be stated clearly rather than left to be inferred from how the software is marketed.

Software escrow is an arrangement where a neutral third party holds a copy of the source code and related materials. If the supplier stops trading, breaches the agreement, or fails to maintain the software, the customer can gain access to the escrowed material to keep the software running. It is most relevant where a business depends on software from a smaller or newer supplier, since continuity risk is higher than with an established provider with a long trading history.

This depends on the term of the licence and what the agreement says about early termination. Many licences run for a fixed period or renew automatically unless notice is given, and ending early may trigger an exit fee or a notice period. If the software is not performing as promised, there may be grounds to negotiate an early exit, but this should be reviewed against the specific wording before you stop paying or using the software.

A well drafted SaaS or subscription agreement should set out how data is returned or deleted when the relationship ends, including the format it will be provided in and how long the supplier retains it afterwards. Without clear terms, a business can find itself unable to retrieve historic data quickly, or facing charges for an export it assumed was included. This is a common gap in supplier-drafted agreements and is worth checking before signing, not after a dispute arises.

They can, depending on the licence type and how the open-source code is used. Some open-source licences require that software built using them is also released as open source, which can be a serious problem for a business protecting proprietary code. Others are far more permissive and create little practical risk. The key is identifying which open-source components are embedded in software you are buying, building or distributing, and checking the licence terms for each one.

It depends on what the original agreement allows. Many SaaS and subscription agreements include a clause permitting the supplier to update terms with notice, particularly for pricing or feature changes, while more significant changes may require agreement from both sides. If a supplier is proposing changes you did not expect, it is worth checking whether the original agreement permits that change before accepting it, since suppliers sometimes present variations as routine when they are not.

MAR Legal provides software licensing agreement drafting, review and advisory support. Where a matter involves reserved legal activities or court proceedings, we work alongside appropriately regulated professionals to provide a compliant and joined up service.

Software Licensing Agreement Lawyers

Getting the Structure Right from the Start