Barry Werbin is an Advisor at Herrick, Feinstein LLP and a member of the Intellectual Property and Art Law Groups. Barry focuses his practice on intellectual property and online issues (including copyrights, trademarks, commercial advertising, unfair competition, false advertising, publicity and data protection rights, trade secrets, domain name disputes, digital rights protection, brand and content licenses, online contracts, marketing and sponsorship agreements, publishing, due diligence and exploitation rights) and technology (including: software licensing and development, SaaS agreements, IT support, website development and hosting, and data and IT security breach). Barry handles breaches and other complex business disputes, as well as a large number of IP-related transaction issues. There is no single form of software license. A software license agreement can be as different as the software it refers to, and software and software licensing models can change and evolve constantly. Despite this fluidity, a software licensing agreement checklist can be a useful tool for both licensors and licensees and their internal stakeholders, whether negotiating a live agreement or preparing a draft software license agreement. The licensor should refuse all warranties, except those expressly defined in the license agreement. If licensor does not express all other warranties, licensor may be liable that the licensed software does not conform to the market or use for which it is intended by the licensee. 16. IP Compensation by Atlassian. If your use of the Software is ordered (or likely in our opinion) whether by court order or settlement, or if we find that such measures are reasonably necessary to avoid essential liability, we may, at our option and discretion: (i) obtain the right or license for your continued use of the Software in accordance with this Agreement; (ii) replace essentially functional software; or (iii) terminate your right to continue using the Software and refund any royalties you have paid in advance for the use of the Software for the terminated portion of the term of the current license or, in the case of “indeterminate” licenses, the royalty paid by you, which has been reduced to reflect a straight-line depreciation of three (3) years from the date of purchase. .