Licensing and Technology Contracts

We are all used to agreeing to online-based terms and conditions. These terms are often referred to by various names including: “Terms of Use”, “Terms of Service”, “End-User License Agreements” and “User Agreements”. While many people scroll right past these agreements, they form the relationship between the software provider and its users. We prepare custom agreements that are specific to your business and industry.
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Oziel Law is ranked Tier 1 for Technology Law in Toronto in Best Law Firms™ – Canada (2025 and 2026). Allan Oziel has been recognized in The Best Lawyers in Canada™ for Technology Law since 2022.

Software as a Service (SaaS)

We work with you to determine the business rationale for per-user licensing, usage-based restrictions and other important considerations.

Console and Mobile Games

We prepare tailored gaming terms for console gaming, online battle play and eSports.

E-Commerce

In addition to e-commerce terms that are specific to your products, we can help prepare shipping and return policies.

Mobile Apps

Prepare mobile application terms that place appropriate restrictions on users, sharing of data and other important considerations.

Privacy Policy

In addition to software licensing, we also prepare compliant privacy policies that reflect the ever-changing privacy regulatory landscape.

Contact Us

Not sure of what type of license you need? Contact us and we will walk you through what license terms your business requires.

Software License Details

The details matter. Here are some of the factors that can affect how we draft your terms.

Cloud v. On-Premise

There are major legal differences between licensing access to software through a web browser and providing a license to install and use software locally on a computer.

SaaS v. Perpetual License

Determining the pre-agreed upon Service Levels for a SaaS service is as crucial as determining license transferring, updates and support for perpetual license software.

B2B v. Direct To User

Consumer privacy laws, potential loss of business due to unexpected downtime and corporate client structures require both kinds of agreements.

Our Licensing and Technology Contracts Lawyers

Lawyers who draft and negotiate software licences, platform terms and commercial technology agreements.

Technology Contracts News and Insights

Insights on software licensing, SaaS terms and commercial technology agreements.

Frequently Asked Questions about Licensing and Technology Contracts

What is the difference between a licence and an assignment?

An assignment transfers ownership of the IP to someone else. A licence keeps ownership with you and grants permission to use the IP on agreed terms, such as scope, territory, duration and fees. Most software and technology deals use licences, so the owner keeps control and can license to others.

What should a software licence agreement include?

Key terms include the scope of use (users, devices, purposes), restrictions, fees and payment, ownership of the software and of improvements, support and updates, warranties, limitation of liability, confidentiality, data protection and what happens on termination.

Do we need custom terms of service and a privacy policy?

Yes, if you offer an app, website or online platform. Terms of service set the rules for using your product and limit your liability; a privacy policy explains how you collect and use personal information, which Canadian privacy laws require. Templates copied from other businesses often don't match how your product works. See our privacy and responsible AI services.

How can we limit our liability in technology contracts?

Common tools are a cap on total liability (often tied to fees paid), exclusion of indirect and consequential damages, carefully scoped warranties and indemnities, and clear service levels. Some liabilities, such as for breach of confidentiality or IP infringement, are often negotiated separately.

How does open-source software affect our product?

Open-source licences let you use code for free, but some (copyleft licences such as the GPL) may require you to share your own source code if you distribute software that includes it. Tracking which open-source components you use, and their licences, protects your IP and avoids problems in investor or buyer due diligence. Read our article on open-source software ownership, licensing and commercialization.

Can we use contract templates?

Templates are a good starting point for routine, low-risk deals. For your core customer agreement, partnerships and anything involving significant revenue, data or IP, tailored drafting is worth it. We can also prepare a set of standard templates your team can use with confidence. For SaaS and development agreements, see our technology service contracts services.

Talk to our technology contracts team

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Get in Touch

Contact us to learn more about how we can help you with your legal needs.

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