A Software Asset Purchase Agreement is essential when a company intends to acquire ownership of software assets rather than just licensing rights. This comprehensive agreement, governed by U.S. law, is used to transfer all rights, title, and interest in software assets, including source code, documentation, and intellectual property rights. It addresses critical aspects such as warranties, indemnification, transition services, and ongoing support obligations. The agreement is particularly important in technology acquisitions, corporate restructuring, or when companies are looking to acquire strategic software assets to enhance their technological capabilities.
Software Asset Purchase Agreement for the United States
Create a bespoke document in minutes, or upload and review your own.
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
Get your first 2 documents free
Your data doesn't train Genie's AI
You keep IP ownership of your information
Key Requirements PROMPT example:
Software Asset Purchase Agreement
"Need a Software Asset Purchase Agreement for acquiring a proprietary CRM software system from a California-based vendor, including source code and all IP rights, with completion planned for March 2025 and requiring ongoing technical support for 12 months post-purchase."
Your data doesn't train Genie's AI
You keep IP ownership of your information
Thank you! Your submission has been received!
Oops! Something went wrong while submitting the form.
OR
Let ¶¶Òõ¶ÌÊÓƵ's market-leading legal AI identify missing terms, unusual language, compliance issues and more - in just seconds.
1. Parties: Identification of buyer and seller, including legal entity details and addresses
2. Background: Context of the transaction and brief description of the software assets being purchased
3. Definitions: Key terms used throughout the agreement
4. Purchase and Sale: Core transaction terms including assets being sold and purchase price
5. Intellectual Property Rights: Transfer of IP rights and ownership details
6. Warranties and Representations: Seller's guarantees regarding ownership, functionality, and compliance
7. Payment Terms: Price, payment schedule, and payment methods
8. Delivery and Acceptance: Terms for delivery, installation, and acceptance testing
9. Confidentiality: Protection of confidential information exchanged during the transaction
10. Governing Law: Applicable jurisdiction and dispute resolution procedures
1. Transition Services: Terms for post-sale support and knowledge transfer when seller provides temporary support after sale
2. Employee Matters: Terms regarding transfer of employees when key personnel are being transferred with the software
3. Source Code Escrow: Terms for source code protection and access when source code is part of the transaction
4. Third-Party Licenses: Management of third-party software licenses when software includes third-party components
5. Data Protection: Specific data protection and privacy requirements when personal data is involved in the transaction
1. Software Asset Description: Detailed description of all software assets being transferred
2. Intellectual Property Register: List of all IP rights being transferred
3. Third-Party Contracts: List of all relevant third-party agreements
4. Technical Documentation: Technical specifications and documentation
5. License Terms: Specific licensing terms and conditions
6. Transition Plan: Detailed plan for knowledge transfer and implementation
7. Price Calculation: Detailed breakdown of purchase price
Authors
Relevant legal definitions
Clauses
Relevant Industries
Relevant Teams
Relevant Roles
Find the exact document you need
Non Compete Asset Purchase Agreement
U.S.-governed agreement combining asset purchase terms with non-compete provisions to facilitate business asset transfer while restricting seller's competitive activities.
find out more
Standard NDA
A U.S.-governed agreement protecting confidential information shared between parties.
find out more
Used Equipment Purchase Agreement
A U.S.-governed legal agreement for the sale and purchase of pre-owned equipment, compliant with UCC requirements.
find out more
Stock Sale Purchase Agreement
A U.S.-governed agreement documenting the sale and purchase of corporate shares, including terms, conditions, and obligations of the transaction.
find out more
Stock Sale And Purchase Agreement
A U.S.-governed agreement documenting the terms and conditions for the sale and purchase of corporate stock between parties.
find out more
Stock Purchase Agreement Closely Held Corporation
A U.S.-governed agreement documenting the sale and transfer of shares in a closely held corporation, including terms, conditions, and transfer restrictions.
find out more
Stock Ownership Agreement
A U.S.-governed legal agreement establishing terms and conditions for corporate stock ownership and transfer.
find out more
Software Asset Purchase Agreement
A U.S.-governed agreement for the purchase and transfer of software assets, including associated intellectual property rights and obligations.
find out more
Small Business Stock Purchase Agreement
A U.S.-governed legal agreement for the purchase and sale of shares in a small business, outlining terms of ownership transfer and protecting parties' interests.
find out more
Small Business Asset Purchase Agreement
A U.S.-governed agreement for the purchase and sale of small business assets, detailing terms of transfer and obligations of both parties.
find out more
Share And Asset Purchase Agreement
A U.S.-governed agreement combining the sale of both shares and assets of a company, detailing terms, conditions, and warranties for the transaction.
find out more
Sale And Purchase Agreement For Company Shares
A U.S.-governed legal agreement documenting the sale and transfer of company shares between parties, subject to federal securities laws and state corporate regulations.
find out more
Purchase Agreement For Machinery
A U.S.-governed agreement defining terms for machinery purchase, compliant with UCC and federal regulations.
find out more
Purchase Agreement For Farm Equipment
A U.S.-governed legal agreement for the sale and purchase of agricultural equipment, structured under the UCC and state laws.
find out more
Private Stock Sale Agreement
A U.S.-governed agreement documenting the sale and transfer of privately held company shares between parties, ensuring compliance with federal and state securities laws.
find out more
Private Stock Purchase Agreement
A U.S. legal agreement governing the sale and transfer of private company shares between parties.
find out more
Ownership Interest Purchase Agreement
A U.S. legal agreement documenting the sale and transfer of ownership interests in a business entity, including terms, conditions, and obligations of the transaction.
find out more
Member Interest Purchase Agreement
A U.S. legal agreement governing the sale and transfer of LLC membership interests between parties.
find out more
Machinery Purchase Agreement
A U.S.-governed agreement for the purchase of industrial machinery, covering terms of sale, specifications, and regulatory compliance.
find out more
Inventory Purchase Agreement
A U.S. law-governed agreement that establishes terms and conditions for the purchase and sale of inventory items between commercial parties.
find out more
Intellectual Property Asset Purchase Agreement
A U.S.-governed agreement for the purchase and transfer of intellectual property assets between parties, including patents, trademarks, copyrights, and trade secrets.
find out more
Forward Share Purchase Agreement
A U.S.-governed agreement for the future purchase of shares at a predetermined price and date.
find out more
Equity Purchase Agreement
A U.S.-governed agreement documenting the purchase and sale of equity interests between parties, including terms, conditions, and regulatory requirements.
find out more
Equity Interest Transfer Agreement
A U.S.-governed agreement documenting the transfer of ownership interests between parties, including terms, conditions, and regulatory compliance requirements.
find out more
Equity Interest Purchase Agreement
A U.S.-governed agreement documenting the purchase and sale of equity interests in a business entity.
find out more
Digital Asset Purchase Agreement
A U.S.-governed agreement for the purchase and transfer of digital assets between parties, ensuring legal compliance and transaction security.
find out more
Corporate Stock Purchase Agreement
A U.S.-governed legal agreement documenting the sale and transfer of corporate stock between parties, including terms, conditions, and regulatory compliance requirements.
find out more
Common Stock Purchase Agreement
A U.S.-governed agreement documenting the sale and purchase of common stock between parties, including terms, conditions, and regulatory compliance requirements.
find out more
Business Stock Purchase Agreement
A U.S.-governed legal agreement documenting the sale and transfer of business stock between parties, including terms, conditions, and regulatory compliance requirements.
find out more
Business Asset Sale Agreement
A U.S.-governed agreement for the sale and purchase of specific business assets, detailing terms, conditions, and obligations of the transaction.
find out more
Asset Sale Contract
A U.S.-governed contract that documents the sale and transfer of specific assets between a seller and buyer, subject to state and federal laws.
find out more
Asset Purchase Contract
A U.S.-governed contract facilitating the transfer of specific assets from seller to buyer, detailing terms, conditions, and obligations of the transaction.
find out more
Asset Purchase And Sale Agreement
A U.S.-governed agreement documenting the sale and transfer of specific assets between a seller and buyer, including terms, conditions, and obligations of the transaction.
find out more
Asset Agreement
A U.S.-governed legal agreement that formalizes the transfer or management of assets between parties.
find out more
³Ò±ð²Ô¾±±ð’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; ³Ò±ð²Ô¾±±ð’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
We are ISO27001 certified, so your data is secure
Organizational security:
You retain IP ownership of your documents and their information
You have full control over your data and who gets to see it
.png)