Software Purchase and Assignment Agreement

Did you know you can buy software and all its rights from someone and become its sole owner? The process is different from only purchasing a license to use the software. It will usually cost more, but it is the only way to make sure you are the software's real owner.

It can be a good idea to sign an agreement to protect your rights, just like you do when you want to transfer any other property. You can use a Software Purchase and Assignment Agreement to fully communicate the ownership of a software package and its rights from the previous owner (or developer) to you.

What Is a Software Purchase and Assignment Agreement?

A Software Purchase and Assignment Agreement outlines the details of the transfer for all parties involved. It is signed by a person or a company who wants to buy software either for personal or commercial use. The other party is the original owner of the software, usually a developer or the company that created it.

You can either buy an existing software or order a new software created for you. If you order a new software, you could enter into a software development agreement with the team developing it. However, it is still a good idea to execute a Software Purchase and Assignment Agreement as well.

In purchasing the software, you are also buying all the associated intellectual property rights. The agreement can help prevent other parties from disputing the transfer in the future.

Other Names for Software Purchase and Assignment Agreement

Depending on your state, a Software Purchase and Assignment Agreement may also be known as:

• Software Acquisition Agreement
• Software Purchase Agreement
• Assignment of Rights in Software

Who Needs a Software Purchase and Assignment Agreement

A Software Purchase and Assignment Agreement can be useful to both parties – the buyer and the seller. If you are a software developer and someone wants to purchase your software, the agreement ensures you will get paid or have recourse if you are not. You can also use it when a company hires you to develop new software for them, in addition to the software development agreement.

On the other hand, if you are a company or an individual who wants to purchase software from another company or a developer, using a Software Purchase and Assignment Agreement to do this can help protect your rights. The agreement is proof that you have purchased the software and all of the associated intellectual property rights.

Why Use Swyft Forms for Your Software Purchase and Assignment Agreement

Customized for you, by you

Create your own documents by answering our easy-to-understand questionnaires to get exactly what you need out of your Software Purchase and Assignment Agreement.

Specific to Your Jurisdiction

Laws vary by location. Each document on Swyft Forms is customized for your state.

How to Create a Software Purchase and Assignment Agreement With Swyft Forms

You can create a Software Purchase and Assignment Agreement on our website in minutes.

Let Swyft Forms help with our extensive library of attorney-vetted legal forms. The process is fast and easy. All you have to do is fill out our easy-to-understand questionnaire. Once complete, simply download your form as a PDF or Word document from your secure online account.

What Information Will I Need to Create My Software Purchase and Assignment Agreement

To create your document, please provide:

• Effective Date: The date when the purchase is made.
• Seller Details: Name and contact information of the developer or company selling the software.
• Purchaser Details: Name and contact information of the company or individual buying the software.
• Software Info: Name and type of software.
• Software Development Clause: Specify whether the seller is also the developer of the software.
• Transfer Information: Deadline and method of the transfer, including all aspects of the software: source code, object code, and associated documentation.
• Payment: The amount of money the buyer agrees to pay for the software. If the seller developed the buyer's software, you could reduce the price considering all previous costs, such as the hourly rate and similar expenses, but only if both parties agree.
• Technical Support: If the seller is the software developer, specify whether the developer will provide technical support and under what conditions.
• Warranty: The seller should establish if they disclosed the software's code to third parties and if there is an existing infringement claim.

Software Purchase and Assignment Agreement Terms

• Milestone: If the buyer has ordered the developer to create new software, they can use the Milestone payment system to make project tracking easier. Milestones are used to break a big project such as software development into small parts. The client pays a certain amount to the developer after completing each milestone.
• Consideration: The total amount the buyer pays for the software, minus the fees previously paid to the developer during development (hourly rates, milestones, and such).

Software Purchase and Assignment Agreement Signing Requirements

A Software Purchase and Assignment Agreement does not require notarization. However, having the signatures notarized is an effective way to ensure no one challenges the future signatures and avoids potential disputes. If you are not able to get it notarized, it can be a good idea to at least have a witness when signing it.

What to Do with Your Software Purchase and Assignment Agreement

Both parties should keep their copy of the Software Purchase and Assignment Agreement, and if a company has a lawyer, it may be a good idea to make one copy for them. In the case of a full transfer of software and its rights, the previous owner is not liable for any future lawsuit. However, you need to have the agreement to prove that.