The legal basics of software licensing techrepublic. Use of oss components when creating proprietary software seems like an obvious choice someone else has done all the work hence a saving in development effort and costs, and. Why do people care so much about the legal side of open source. Software licensing transactions are more complex and more important than ever. The free software legal and licensing workshop 2018.
Understanding software license and services agreements. The constantly evolving legal, technical and regulatory landscape drives the need to stay current in a wide variety of key areas. High court rules for sap, against diageo in indirect. The basics of software license agreements legalnature. Open source licensing and legal issues open source licences can be a source of some confusion. Unfortunately, in order to get our work done quickly and conveniently, some people make and use unauthorized software copies. This attitude can cause a lot of problems for the vendor, because ip, arguably, makes. An introduction to the legal issues surrounding open source software by daliah saper saper law offices, llc 505 n. A standardized license serves as a proxy for those without legal training to know precisely what they can and cant do with the software. Confidentiality and data issues in software licenses.
Riley is a partner in the law firm of mcguirewoods llp, based in chicago, ill. To learn about specific microsoft server and client licensing scenarios, see an introduction to microsoft server and client licensing. Home software ninth circuit issues important decision on software licensing practices and web scraping. Dont use license agreements for softwareasaservice. Dec 11, 2012 a good example of oss is drupal in all its forms, including drupal mobile. The most significant effect of this form of licensing is that, if ownership of the software remains with the software publisher, then the enduser must accept the software license. However, this does not mean that it does not have any legal issues. Its perfectly legal to sell a modified version of gpl at least v2, im not as familiar with v3 software. Software licensing presents issues, challenges for enterprises.
This structure presumes licensing is the appropriate form of agreement it is much less common, but another party may require the transfer of ownership of the software. Legal issues in licensing electronic resources association. The license shall not restrict any party from selling or giving away the software as a component of an aggregate software distribution containing programs from several different sources. This program will address the critical issues that companies face with respect to the use of open source software in business including intellectual property and licensing issues, as well as issues that may arise. Intellectual property ip is a piece of work that isnt a tangible object. Understanding open source legal issues and practical. He is an attorney, expert witness, and the founder of sycamore legal, p. Dont use license agreements for software as a service. However the best article i found, dont use license agreements for software as a service written by david w. If you want to grant users legal access to your software, ship it with a license agreement or, to be more exact, with an offer to conclude a contract that grants the user a license to play your game.
Software licensing agreement legal issues involving dishonesty. Lawsuit threatens to break new ground on the gpl and. A checklist to aid in negotiating a licensing agreement, much less to aid in actually preparing and writing the agreement itself, may sound like a simplistic tool to an experienced negotiator or contract attorney. In 2018 workshop gathered ca 120 top legal experts from all over the world and included more than 40 presentations on wide variety of legal issues. The licensor is the party granting the license often but. After all, most people in such positions are well educated and used to dealing with multiple projects having many details in the. When small software vendors contract with large companies, the balance of power almost always favors the enterprise. An introduction to the legal issues surrounding open. Insofar as contract law is concerned, license contracts pertaining to. By contrast, the gnu general publ ic license is intended to guarantee your freedom to share and change free software to make sure the software is free for all its users. These software licensing agreement legal issues can often be prevented with an ironclad license that clearly states what the licensee can and cannot doand provides sufficient penalties for violating the license. However, to skilfully negotiate and draft saas agreements, counsel must understand not only the legal issues that are common to software license.
Learn more about software licensing, contracts, intellectual property, and other legal issues at. Ninth circuit issues important decision on software licensing. Bas nabulsi and sean macdavitt speak on legal issues in software licensing at the stamford innovation center in stamford, ct. Unfortunately, in order to get our work done quickly and conveniently, some people make and use unauthorized software. The legal issues surrounding software licensing and saas software as a service agreements are just about as complex and dynamic as the development of the software itself. What if i want to change the license of my project. What are some of the issues to consider in a licensing agreement. If you want to grant users legal access to your software, ship it with a license agreement or, to be more exact, with an offer to conclude a contract that grants the user a license to play your. Lawsuit threatens to break new ground on the gpl and software.
Software licensing is a complicated topic, but knowing a little about software licensing can help you make sense of all that fine print. This event has become the worlds foremost gathering of lawyers, technologists and thought leaders on free software legal and licensing. This gener al public license applies to most of the free software foundations software. Legal issues on free software and license contracts. Implementation of all the decisions of the commission relating to legal issues. Legal and operational issues with business consequences. An introduction to the legal issues surrounding open source. If you want to grant users legal access to your software, ship it with a license agreement or, to be more exact, with an offer to conclude a contract.
Common open source software legal issues are explained below. A software license agreement is something you want to have in place to prevent or protect you from infringement of law. For more information on data licensing, see practical law s practice note, data as ip and data license agreements this look at the major issues on the horizon for corporate counsel comes from practical law an online legal. Software license agreements are used when a proprietary software. Gain a better understanding of legal and security issues with open source software. Keep in mind these software settlements were reported in 2003, so the. However, you must still comply with the terms of the license you must offer the source code, including your modifications, if the modifications fall under the definition of a derivative work, which it seems likely they do from your brief description. This article addresses some of the fundamental issues that licensors and licensees. This program will address the critical issues that companies face with respect to the use of open source software in business including intellectual property and licensing issues, as well as issues. Not all open source software is distributed under the same type of licensing agreement. Data security, privacy, service performance, intellectual property ownership, business operations and customer service are a few of the many issues that businesses may encounter when negotiating software license and saas contracts. Enterprise software licensing from a legal perspective. What to consider when signing a licensing agreement for your.
The high court in london has ruled in favour of sap and against diageo in an indirect licensing case concerning the use of mysap enterprise resource planning erp software on a salesforce platform. Performing legal vetting on proposed agreements and contracts. Licenses for oss come in different forms, and they all offer different terms of usage. This article discusses some of the most important issues and includes a model license. Data issues often arise as an ancillary issue in software and other technology product and service agreements, such as license agreements, software as a service saas agreements and hosting agreements. This article was adapted from an article authored by chris peters in march 2009. Legal and licensing division performs, in short, the following duties and responsibilities. In any data licensing transaction, a key negotiated point is accounting for the licensors ownership of and the licensees permitted use of the data. The linux kernel is licensed under the gnu general public license, version 2. Why you need a software license agreement as a software developer, you have likely spent a lot of time and money developing the software you are wishing to license. Unless absolutely required, avoid custom, modified, or nonstandard terms, which will serve as a barrier to downstream use of the agency code.
The infringement of software, or software piracy, is illegal in many countries. Guide to legal and ethical use of software washington. Sample software license agreement provisions findlaw. Apr 12, 2018 how to address software licensing agreement legal issues.
Ip usually comes from creativity and could be could be a manuscript, a formula, a song, or software. Frequently the creator of the software wishes to maintain control and therefore gives a license rather than selling ownership of the software. Microsoft manages legal and ethical issues introduction when bill gates and paul allen founded microsoft in 1975, they had no idea that their company would become the worlds leading supplier of software for personal computers. Ninth circuit issues important decision on software. Microsoft manages legal and ethical issues introduction when bill gates and paul allen founded microsoft in 1975, they had no idea that their company would become the worlds leading supplier of software. Legal issues critical in software license agreements. Software licensing presents issues, challenges for enterprises experts say better software licensing controls can help enterprises spend funds more efficiently and avoid issues and challenges for. The intricacies of using the gpl license have been hashed out repeatedly in many other forums. When versata software sued ameriprise financial services for breaching its software license, it unwittingly unearthed a gpl violation of its own and touched off another lawsuit that could prove to be a leading case on free and open source software licensing. These arizona cases show that legal liability reaching over the sixfigure mark are possible outcomes. Contract corner software license checklist for licensees.
You can change the source code or even change its mode of operation. Software and saas software as a service vendors can, however, minimize the friction. He advises zeroturnaround in intellectual property and legal matters. Software and saas software as a service vendors can, however, minimize the friction in the procurement process by understanding recent trends in enterprise software licensing and following a few recommendations. These software licensing agreement legal issues can often be prevented with an ironclad license that clearly states what the licensee can and cannot doand provides sufficient penalties for violating the license that even a dishonest customer will think twice before engaging in. Here are some highlights of a few specific issues that come up occasionaly. Giving legal advice on all matters as per requirement of the commission. Sample software license agreement provisions findlaw are you a legal professional. Licenses and your rights a license allows an intellectual property rights holder the licensor to make money from an invention or creative work by charging a user the licensee for the products use. Choosing the wrong type of software licensing or saas agreement can have a dramatic, lasting impact on your ability to capitalize on your software.
This legal overview for beginner software developers will help answer. Which open source license is appropriate for my project. Even in countries where there are not legal measures in place for the protection of ed software, there are some compelling ethical issues that may be considered both for and against software. The structure and context of every software license is different depending on the needs of the parties. Reading the term restriction above, you might be forgiven for jumping to. Migrating software applications to the cloud can have significant cost and operational advantages.
The party licensing out the data, whether it is a vendor or customer, should ensure the agreement accurately addresses its ownership of or other rights in the data by. Enterprise software licensing from a legal perspective findlaw. Saas contracts should not use licenses to software. In addition, aspects of competition law and public procurement law are also examined broadly. Ip indemnification and related remedies in software licensing. A guide to the ethical and legal use of software for members of the academic community.
Dont use license agreements for softwareasaservice tech. Take the complexity of technology and stir in the jargon of the legal system and what do you get. The software licensing dilemma cwsl scholarly commons. Yet, the legal theories that apply to them remain the same. Whats worse, a stunning number of small businesses dont just use unlicensed software, theyre absolutely crazy about the stuff. Set forth below is the first part of a quick checklist of issues customers should be mindful of in any software licensing agreement. This article is a general introduction to software licensing.
The complex legal aspects of software license agreements are addressed in this final part of a threepart series. Software license agreements raise a number of issues for both licensors and licensees. Choosing the wrong type of software licensing or saas agreement can have a dramatic, lasting impact on your ability to capitalize on your software, so its important to. Making sense of software licensing articles and howtos. Understanding the technological aspects of the transaction allows attorneys to apply correct legal terms. His practice focuses on software licenses, cloud computing agreements, and other it transactions. Use of oss components when creating proprietary software seems like an obvious choice someone else has done all the work hence a saving in development effort and costs, and the components are free to use. It also addresses special issues related to cloudbased software as service sas agreements. The free software legal and licensing workshop is held every year to allow legal experts to discuss issues and best practices surrounding free software licences. This typically means entering a software licensing agreement.
Encountering common technology contracts managed service. This post takes a look at the legal issues raised by both cases and what they mean for foss producers and users. Finally, he is the founder of tech contracts academy and our primary trainer. Here is an example that i have encountered in my practice. And granting a license could cause problems for the saas vendor. Understanding software license and services agreements james b. The eclipse public license epl is an open source software license used by eclipse foundation for its software. The fsfes annual free software legal and licensing workshop llw took place from 18 to 20 april, in barcelona, spain. Software licensing in the cloud when a customer controls clouddeployed applications, the software licensing issues can get complicated.
Everything youve ever wondered about the legal side of open source, and a few things you didnt. Software enables us to accomplish many different tasks with computers. Software as a service saas arrangements are increasingly replacing onsite software licensing for many it applications. The free software legal and licensing workshop fsfe legal. Legal issues arising from use of open source software. Todays items focus on issues that are more business or operational in nature, while the forthcoming post with part 2 of the checklist will include more traditional legal issues.
1390 799 318 898 50 1430 1036 128 966 1383 925 454 762 783 365 383 820 1177 1118 1385 494 637 727 686 598 573 825 467 1482 376 908 211