Please also visit
From David Tollen and the American Bar Association:
Follow me on Twitter
This blog does not provide legal advice. No attorney-client relationship is formed by your use of this blog. You use the information provided here at your own risk.
© 2011 by David W. Tollen. All rights reserved.
Author Archives: David Tollen
In an earlier post, I explained that the standard “feedback license” arises out of a misunderstanding of IP—and generally asks too much from the would-be licensor. After some kvetching in the comments from Professor Eric Goldman, I suggested a “Disclaimer … Continue reading
A lot of software licenses grant the recipient the right to “use” software. But the use license springs from a misunderstanding of copyright law. As a result, it’s not clear. A use license may give broader rights than the provider … Continue reading
When does an indemnity clause belong in an IT agreement? Without some rule or guiding principle, you’ll find it difficult to negotiate indemnity requests. You’ll find it hard to know when the other party’s request is reasonable, or when your … Continue reading
In last week’s post, I addressed the myth of idea ownership. I explained that no one can own an idea. I also argued that, therefore, no one needs a “feedback license.” In a feedback license, a company’s contractors or partners … Continue reading
Technology companies often worry about ownership of ideas they hear. If a contractor or partner gives us an idea, do we need a license to use it? What if it’s an idea about our own product or service? The concern … Continue reading
Most IT contract drafters know the difference between a software license agreement and a technology services contract. In a license, the recipient gets rights to copy and use a software application, while in a services contract, the recipient gets a … Continue reading
When one party has to protect information belonging to the other, we tend to pull out a nondisclosure agreement: an NDA. Or if we don’t want a separate NDA, we add the NDA’s key provisions to our tech contract as … Continue reading
In a recent IT contract negotiation, the other party’s lawyer insisted that the choice of law clause call for Delaware law and courts. His client wasn’t based in Delaware and neither was mine. And our IT project wasn’t happening in … Continue reading