French Translation of a Software Partnership Agreement with Sub-Licensing

We recently carried out the translation from English into French of a technological partnership agreement between a U.S. software publisher and a partner who had developed software solutions that the publisher wished to distribute to its clients.

📑 A contract structured around licensing and distribution

The document set out the terms of the non-exclusive license granted by the partner to the publisher, enabling the latter to distribute the software, either on-premise or by subscription, to its end clients. It also governed:

• the sous-licence granted to end-users,

• the provision of training and marketing materials by the partner,

• the support services provided by the publisher (support de base, professional services, subscriptions),

• the partner’s commitment to ensure compatibility of the licensed software with the publisher’s systems.

🔐 Escrow clause and related guarantees

A notable point in the contract was the obligation for the partner to place the software source code under séquestre, under precise conditions, to guarantee emergency access in the event of a serious contractual breach.

The contract also provided for audit rights, the security of données utilisateurs finaux, and the confidentiality of information exchanged.

📌 Key contextual equivalents

• on premise distribute → distribution sur site

• subscription distribute → distribution par abonnement

• end user agreements → contrats d’utilisateur final

• hosting services → services d’hébergement

• license fee → redevance de licence

• marketing and training materials → supports de marketing et de formation

• support fee → redevance du service support

• audit rights → droits de vérification

• use and disclosure of end user data → utilisation et divulgation des données des utilisateurs finaux

• security policies and safeguards → politique de sécurité et mesures de protection