Don’t blindly accept unlimited liability for breach of nondisclosure terms
This week’s musings on tech contracts … In software contracts, the limit of liability (LoL) almost always comes with exceptions. One of the most common has to do with confidentiality. Liability for breach of the nondisclosure clause has no limit. Why? Most LoLs exclude nondisclosure breaches from the LoL … because that’s what we did […]
Don’t blur the lines between confidentiality and data protection
This week’s musings on tech contracts … IT contracts often include data in the definition of “Confidential Information.” In other words, they use the confidentiality clause to protect “Customer Data” – or whatever else they’re calling the data at issue. That’s not … the worst idea I’ve ever heard. But it leads to some questions. […]
The Tech Contracts Master Class™ Now Available On-Demand
We’re excited to announce that our popular Tech Contracts Master Class™ is now available as a recorded resource – in our On-Demand library . You get one year’s access, so you can use the program both for training and as a reference guide for future projects. And for a short time, you can buy the Master […]
Don’t Grant Feedback Licenses or Assignments
Feedback licenses and assignments create a mess for the customer. And they’re not necessary for the vendor. Here’s a better clause.
Artificial Intelligence Contracts: An Issue-Spotter – Part 2 of 3
This is the second of a three-post issue-spotter about contracts related to artificial intelligence, with a particular focus on gen-AI. Click here for the first of the series. B. Ownership and Control of Outputs General Problems with “Ownership” of Outputs: AI systems produce data as outputs, and ownership of data is problematic, as bullet 1 […]
Third Time Lucky? Personal Data Transfers between the U.S., EU, UK
[Things don’t stand still in the world of data privacy. Check out our updates about the EU Adequacy Decision and next steps: https://www.techcontracts.com/2023/07/21/personal-data-transfers-schrems/, and background here]. Is your head spinning trying to keep up with headlines about personal data? You are in good company. Here, we take on – at a high level – recent […]
Non-Compete Issue-Spotter
In a non-compete clause, one party promises not to compete with the other. In IT contracts, customers sometimes ask their professional services providers for non-compete terms. The service provider promises not to serve the customer’s competitors. (Click here for a sample clause from The Tech Contracts Handbook — and see bullet 8 below.) And in […]
New SaaS Agreement Sample Form
Today, we updated one of Tech Contract Academy’s key sample contract forms: the Hybrid Cloud Agreement with Professional Services. It’s available to you, along with the rest of our forms, at the Contracts Page. This is the first update based on best practices and changes featured in the third edition of David Tollen’s book, The […]
Don’t Grant Feedback Licenses (Do this Instead)
Please click here for an updated version of this post. The feedback license appears in many tech contracts. It usually gives the vendor a broad, perpetual license to any “feedback” from the customer’s staff: any suggestion about the vendor’s products and services. Sometimes the clause goes further, assigning ownership of feedback to the vendor. (Click […]
Mistakes Triggered by the Many Meanings of “Intellectual Property”
By David W. Tollen Tech industry professionals use “intellectual property” to describe two different creatures. They also use “IP lawyer” for a broad list of professionals with little in common. Few recognize the many meanings of “intellectual property”, so the term creates a lot of confusion — and screws up lots of contracts and other legal […]