Software Purchase Agreement Generator

Free Software Sale & IP Transfer Template | Updated December 2024

Generate Your Software Purchase Agreement

Create a professional agreement for buying or selling software with full IP transfer. Includes warranties, confidentiality, and indemnification provisions.

Your Software Purchase Agreement

About Software Purchase Agreements

A Software Purchase Agreement is used when buying or selling software outright, including full transfer of intellectual property rights. This differs from a software license agreement where the buyer only receives usage rights.

Key aspects of this agreement:

1. Seller represents and warrants that they have developed the Software entirely through their own efforts. The Software does not infringe any copyright or trade secret of any third party. The source code and system specifications have been maintained in confidence.

2. Seller agrees to execute further conveyance instruments and take such further actions as may be necessary or desirable to evidence more fully the transfer of ownership of all of the Software to Buyer.

3. Indemnification by Buyer. Buyer will defend, at their sole expense, any claim brought against Seller which is based upon a claim arising out of the Buyer's use of the Software. Buyer will pay any damages and costs assessed against Seller.

4. Confidentiality. Both parties agree to protect each other's confidential information.

5. Software is sold "AS IS," with no warranties, no support or bug fixes (unless limited warranty is selected).

This Agreement constitutes the entire agreement and supersedes all prior or contemporaneous agreements, any representations or communications.