In the fourth part of this series on decoding EULAs, we move onto limitation of liability. As discussed previously, the EULA is the agreement containing the terms the user of a software program agrees to abide by in using the software. To start with we will review a limitation of liability I recently saw in
Megan Evans represents clients in complex litigation involving many parties, difficult issues, and numerous documents. Specifically, Ms. Evans represents clients with claims relating to construction and design, construction defect, general construction disputes, and damage and delays. Ms. Evans has broad experience in multi-party negotiations and knows when to be forceful and diplomatic. She focuses on cooperative solutions to solve and prevent problems prior to litigation or in mediating claims, but is always ready to take a case to trial when needed.
In the third part of decoding EULAs, we focus on support terms also known as updates or modifications. As discussed previously, the EULA is the agreement containing the terms the user of a software program agrees to abide by in using the software. Below are examples, that have been included in recent software agreements:
In the previous blog update (Part 1), I promised to continue decoding densely worded End User License Agreements (EULA). As discussed in the prior blog, the EULA is the agreement containing the terms the user of a software program agrees to abide by in using the software. In this blog, I address security. First, an excerpt from a standard form cloud services agreement:
“Company X shall notify Customer of any Unauthorized Access as soon as reasonably practical. In the event that any applicable law requires that any notice be given to Customer’s Service Users or clients, Company X acknowledges and agrees that Customer shall have control over the timing, content, and method of any required notification.”
Many companies …
Software has become an integral part of the construction world and its use is only growing. There are hundreds of software providers for project management systems, estimating, schedule tracking, BIM, accounting, project portal, dropbox, cloud service providers, the list goes on and on.
Typically, users of software are handed a lengthy agreement and asked to click their consent to the terms. We have all seen this type of agreement; anyone with a cell phone has likely absentmindedly agreed, with a click, to each software update. The writing is small. The lines are spaced close together. It goes on for page, after page, after page. The only distinguishing feature is occasionally the words are in all CAPS which feels bad-mannered and impolite. Frankly, the first paragraph, if one gets that far, is enough to cure all insomniac tendencies one may have in a matter of seconds. These agreements are typically called End User License Agreements (EULA) and are the terms the user of a software program agrees to abide by in using the software.
There is a lot of important information hidden in all that small writing, such as: where a dispute is litigated (not always your home state); non-assignment without consent (i.e. if the software division or your company is purchased by another, you are required to update the terms of the agreement); indemnification; payment terms; termination; confidential information; etc. That said, I believe there are the big four to be aware of: 1) scope of license; 2) support, aka updates/modifications; 3) security; and 4) limitation of liability. This article and the three to follow will expand on these four concepts. First, understanding the scope of your license and usage rights.
PART 1 – SCOPE OF LICENSE
Licenses come in all shapes and sizes. The license can……
A contractor often enters into a contract negotiation or bid process where there is little to no ability to negotiate the terms of the contract. It is for all practical purposes a “take it or leave it” deal. Sometimes, this is a result of the owner’s or prime contractor’s unwillingness to negotiate. Sometimes, this is…