Short answer: AI and machine learning agreements are not standard software licenses. Three issues drive everything: how the system works and who does what, who has what rights to the trained model, and who owns the underlying software and algorithm. Training-data rights and output liability are the two modern battlegrounds.
Short answer: certain phrases in a SaaS or software agreement template — particularly conditions precedent tied to signing deadlines — can void an entire contract even after both parties sign it. A 2014 case makes the point. Know which words create those traps and strike them before any customer sees
Short answer: the Oracle v. Google API case told software companies that APIs and even functional code can be copyrightable, that these disputes are intensely fact-specific, and that proving copyrightability is far easier than proving infringement. On May 9, 2014, the appellate court handed down its 69-page decision in the
Short answer: Microsoft’s plain English EULA is a model worth copying. The big idea is to write the agreement to answer the question the customer actually has (“how can I use this?”), not to recite legal formalities nobody reads, and to do it without giving up a single protection that
Short answer: before you put third-party software (like SQL Server) in a demo or test environment, confirm that the third party’s license actually permits offsite demonstration and end-user testing. An internal-use license is usually not enough, and getting this wrong means you have redistributed someone else’s software outside your rights.
Short answer: three lessons from the HyperQuest case for an exclusive software license: use copyright language in the grant, do not retain so many rights that the “exclusive” license is not actually exclusive, and scope exclusivity to a territory, field of use, or medium. It is not often that a
Short answer: the software license restrictions in your agreement, no reverse engineering, no third-party use, and the custom limits you add, are usually enforceable. Two software companies learned that the hard way in court, against Blizzard Entertainment and IBM. So if you need a unique restriction to protect your product,
Short answer: the FTC’s Negative Option Rule is the federal standard for how you sell subscriptions, free-to-paid trials, and auto-renewals, and the core idea is simple: you cannot treat a customer’s silence as a “yes.” The headline “Click-to-Cancel” version of that rule was struck down by a federal appeals court
Short answer: yes, an instant-message exchange can change a written contract. In one case, a vendor typed “NO LIMIT” and the other side replied “awesome,” and a federal court treated that as a binding modification, with no signature anywhere. IM contract modification is real, and it should change how your
Short answer: if you expose an API, you need an API license agreement for two reasons: your developer use case will change, and you have to set expectations so developers do not build businesses on access you never promised to keep. I delayed writing about API license agreements for a
Short answer: whether GPL linking makes your code subject to copyleft depends on how the two are combined. Static linking usually triggers GPL obligations; dynamic linking, separate processes, and system calls usually do not; plug-ins are the genuine close call. If GPL linking is part of your build, reason about
Short answer: an enterprise license agreement gives a large customer three things your standard paper does not: flexibility, predictable discounted pricing, and ease of administration. Design it around those, and price it so you are paid for the value. This is an issue near and dear to me, as I
Short answer: the Oracle v. SAP case (a $1.3 billion jury verdict, later reduced to about $356.7 million) is a list of what not to do to a competitor: do not download more of their software than you are licensed for, do not ignore the terms of use on their
Short answer: Three things: a written open source policy, a tracking process for the open source code and its license terms, and an annual review to make sure your developers actually follow the policy. If you operate a software-based business, you are likely using some open source code in your
Short answer: in a software OEM agreement you cannot grant your customers more rights than your own upstream license gives you. So spell out exactly what rights survive termination. A case where SAP was sued under an OEM agreement makes the point. Here are three things every software company can
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