Articles
The Scope of the License in Software Licensing Agreements
Licensor’s Perspective If you are the owner of software and you want to allow other parties the right to use the software while maintaining ownership and control over it, you need a software licensing agreement. As a licensor, you can limit the scope of the license by defining how and for what...
Read MoreWhat Does “Affiliates” Really Mean?
It is common for many licensing agreements to grant a license to a particular entity and its “affiliates.” The contact may even define what the term “affiliates” means, but this doesn’t always mean that the definition includes all of the parties that were intended to be included. For example, does a license...
Read MoreChange Orders & How They Impact Your Contract
When you are negotiating and drafting a contract with a supplier, it is imperative to include a well thought-out provision regarding how changes will be handled. The types of things you should address in the changes provision depends upon the product or service you are buying. Below are a few examples of...
Read MoreDetermining the “Materiality” of a Breach of Contract
It is likely that your business contract contains a provision that grants the customer the ability to terminate the agreement without payment of penalties in the event of a “material breach.” Unfortunately, many contracts fail to identify what constitutes a material breach. Without this clarification in the contract, the determination...
Read MoreShould Your Contract be Fully Integrated?
When you have a written contract and a dispute arises, often one party will claim that the contract meaning is different than what it says. In an effort to prove their claim, the party typically attempts to submit external evidence to alter or add to the agreement. However, Article 2...
Read MoreOnline Click-Through Contracts
Have you ever read through all the terms and conditions of an online contract before clicking the “I agree” button? For most people, the answer is no and they would likely be surprised to find out what they are agreeing to. In fact, there are reports of various websites sticking...
Read MoreContract Tips for Avoiding Data Breaches – Part 1
There has been widespread concern throughout every industry about how to safeguard and protect confidential information from data breaches. Cybercrime is becoming one of the top concerns for the Federal Bureau of Investigation (FBI). Robert Mueller, FBI director, has stated that “[t]here are only two types of companies: those that have been...
Read MoreContract Tips for Avoiding Data Breaches – Part 2
Hopefully you have read our first blog on this topic titled “Contract Tips for Avoiding Data Breaches – Part 1.” Below are more contractual provisions you should consider implementing into your vendor agreements to help ensure your confidential data is protected. Notification Requirements If there is a breach in security or any impermissible...
Read MoreContract Tips for Avoiding Data Breaches – Part 2
Hopefully you have read our first blog on this topic titled “Contract Tips for Avoiding Data Breaches – Part 1.” Below are more contractual provisions you should consider implementing into your vendor agreements to help ensure your confidential data is protected. Notification Requirements If there is a breach in security or any impermissible...
Read MoreDo You Need to Escape a Contract?
If you are bound by a contract that is no longer working for you, it is important to review the term and termination clauses in the agreement. The term of a contract is the amount of time it remains effective. The termination clauses outline the various ways the contract can end. Term...
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