Why Not Use “License” Agreements for Software-as-a-Service (SaaS) Deals?

Many software-as-a-service (SaaS) contracts grant a “license” to the vendor’s software. That’s a mistake. Licenses authorize making copies of on-premise software. Customers don’t copy SaaS, so they don’t need a license. And if you’re the vendor, a license can hurt you. [I’ll explain below – but for a deeper dive, please join us for the […]

IP Issues in Tech Contracts (LinkedIn Live Discussion)

We recently discussed typical IP issues in tech contracts, live on LinkedIn. If you have a LinkedIn account, you can watch the program, which lasts just 25 minutes … and costs nothing. Just click the image below.    

Don’t Use License Agreements for Software-as-a-Service

Many software-as-a-service (SaaS) contracts grant a “license” to use the vendor’s software. That’s a mistake. Licenses authorize making copies of on-premise software. SaaS isn’t copied, so it doesn’t need a license. And if you’re the vendor, a license can hurt you. SaaS Customers Don’t Copy Software The confusion stems from the role of “software” in […]

Open Source in Software Procurement – 4. IP Indemnities

By David W. Tollen This is the fourth in a series of five posts on Open Source in Software Procurement. Click here for the prior post, and click here for the intro, which lists all five topics. In most cases, the licensee does not need an “open source indemnity.” It doesn’t need terms specifically addressing copyleft open source […]

Open Source in Software Procurement – 3. Warranties

By David W. Tollen This is the third in a series of five posts on Open Source in Software Procurement. Click here for the prior post, and click here for the intro, which lists all five topics. Fear of open source software leads licensees to draft terms like this: “Vendor warrants that the Licensed Software does […]

Open Source in Software Procurement – 2. When It Matters

By David W. Tollen This is the second of five posts in a series called Open Source in Software Procurement. Click here for the first/introductory post. Open source software is software licensed (a) with its source code included and (b) with the right to modify and redistribute. What’s wrong with that? Nothing. Concerns about OSS arise […]

Open Source in Software Procurement – 1. Intro

Contract drafters rarely understand open source software (OSS). They see it as a threat, so when they’re buying software, they try to exclude OSS from their vendors’ products. In most cases, the concern is misplaced. Software licensees may have good reason to worry about copyleft software, which is one type of OSS. But other open source […]