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Show HN: What do you think of this short End User Licensing Agreement?

14 points by latitude 13y ago

latitude 13y ago
I have released several projects under conventional multi-page licenses, covering everything from not suing "licensees of data providers" and force majeure (that may or may not be different from the acts of God). This time around I have a simpler project and I want to try a simpler plain-spoken EULA that boils down to this: 1. This is an "as is" software that may break in which case you won't go after the developer 2. You won't do objectionable things with the software Have anyone tried this? There's just such a stark difference between, say, a BSD license and a license that comes with a typical Windows/Mac software. But since BSD clearly works, so why not try and keep things simple? EDIT -> added "that boils down to this"
- josscrowcroft 13y ago
  You'll never know how good your contracts are until somebody sues. I'd contact a lawyer (and am doing so, for a separate project!)
  - latitude 13y ago
    Been there. I had several EULAs drafted and/or proofread by lawyers. Inevitably, they feel that if they don't add a bucket of legalspeak, they weren't earning their money. When pressed if this or that wording really needs to be that contrived, they would come back with "not really, but better safe than sorry". On the other hand there are much simpler licenses that are widely used and that are in fact human readable. BSD and MIT licenses being a couple of examples.
    - josscrowcroft 13y ago
      Fair play, and it all depends on the project - although in this case I'd rather sacrifice readability (remember, you can do summaries like http://500px.com/terms http://500px.com/terms to great effect) for peace of mind. Knowing it's been professionally done lets me sleep more soundly!
    - DannyBee 13y ago
      "they feel that if they don't add a bucket of legalspeak, they weren't earning their money" Then you are hiring the wrong lawyers. I am happy to put you in touch with lawyers that don't feel the urge to randomly wordsmith stuff so that the feel like they are earning their keep.
- rogerbinns 13y ago
  That doesn't work at all if it is the actual wording. For point 1 you can find warranty wording in any number of open source or creative commons licenses. For the second, objectionable requires a definition. For example many would consider the US drone assassination program objectionable, and hence tar US companies and people with the same brush. Does that mean US companies and people can use the software? How many steps do they have to be removed (eg is providing the payroll software to the defense contractor a problem?) http://wonko.com/post/jsmin-isnt-welcome-on-google-code http://wonko.com/post/jsmin-isnt-welcome-on-google-code https://www.youtube.com/watch?v=-hCimLnIsDA https://www.youtube.com/watch?v=-hCimLnIsDA Because of copyright laws, people can do virtually nothing with software. If you actually want to give the user freedoms - see http://www.gnu.org/philosophy/free-sw.html http://www.gnu.org/philosophy/free-sw.html - then pick a well known free software license since it will have already addressed all these issues.
  - deleted 13y ago
    [deleted]
  - latitude 13y ago
    No, duh. Of course this is not the actual wording. It is here instead - http://pastebin.com/C91fEqAf http://pastebin.com/C91fEqAf
csense 13y ago
> You cannot sell, rent, lease or lend the software. I am not a lawyer, but AFAIK this clause is unenforceable in the US. http://en.wikipedia.org/wiki/First_sale_doctrine http://en.wikipedia.org/wiki/First_sale_doctrine
- rogerbinns 13y ago
  This is why these "agreements" start out saying the software is licensed to you, not sold to you.
  - archangel_one 13y ago
    They can say whatever they want, but it's still not necessarily true or enforceable. The Wikipedia page linked above describes rulings by the European court which suggest that they consider that software is sold rather than licensed, in which case it can't be contracted out of as this tries to do.
- tzs 13y ago
  Not quite. The first sale doctrine says that there would be no violation of copyright for the user to sell or lend the software [1]. That doesn't clear non-copyright roadblocks that might be in the way. If the vendor's EULA attempt succeeds in forming a valid contract between the vendor and the user, the "no sale" clause in that contract would be such a roadblock, and would be enforceable. As to whether or not the EULA will be a contract, the courts have been inconsistent on that, if I recall correctly. In a district where the courts have decided EULAs can be enforceable contracts, whether or not a particular attempted EULA is one will depend on the details of the particular case. [1] I left out "rent" and "lease" because first sale in the US has an explicit exception that makes it not apply to computer software rentals and leases if those are for "commercial advantage").
ams6110 13y ago
EULAs are basically meaningless. Nobody reads them, and everybody knows that nobody reads them. Also you generally can't disclaim your liability for damages caused by your gross negligence, and a judge, not an EULA, will decide if you have done that, should someone be aggrieved enough to take you to court.
SEMW 13y ago
> The company reserves the right, exercised in its sole discretion, to revoke your license at any time. That clause makes sense for online services. But for packaged software -- really? If I buy a piece of software, I don't expect the developer to have the power to decide, at their whim, that I'm no longer allowed to use it. Even Microsoft EULAs (e.g. http://goo.gl/IE8RN http://goo.gl/IE8RN) don't purport to give them that power.
- latitude 13y ago
  But how come it makes sense for online services then? I've seen this in more than one license to date, I'd say it's not that uncommon. From what I can tell, this is a way to deal with the unforseen abuse situations.
  - SEMW 13y ago
    > But how come it makes sense for online services then? Because, as you just said, it's a way to deal with unforseen abuse situations. But that justification only works for online services (or other situations involving shared or limited resources). It doesn't make sense for standalone software. What does 'abuse' even mean in that situation? Is Excel going to complain to its union rep if I make it work 80 hours a week?
    - latitude 13y ago
      A software being used to facilitate the spread of malware. Or being used as a part of a scam operation. Or being used by an entity that creates a negative impact on the company's brand.
      - tzs 13y ago
        Oh my god, no, you do NOT want to go there. Mallory buys your software, and uses it for scams or for spreading malware, and you revoke his license. Manfred also buys your software and it uses it for scams or spreading malware, but for some reason you do NOT revoke his license. Congratulations! Manfred's victims now try to sue YOU for failing to stop Manfred. Will they succeed? I don't know--but it is going to be a royal pain in the ass for you either way.
betterunix 13y ago
I would not agree to it. I cannot modify the software? Why not? Why should you have the right to revoke my right to use this software?
- latitude 13y ago
  Well, then you don't agree to it. > I cannot modify the software? Why not? To spare the company supporting randomly modified versions. Also, the "cannot modify" clause is a weaker version of a universally used "You shall not decompile or reverse-engineerthe software", which is also frequently coupled with "You will not try and defeat, deactivate, bypass, remove or otherwise circumvent any software protection mechanisms". I don't think it makes much practical sense, but this is an industry standard. Virtually every proprietary software license is locked down this way.
  - betterunix 13y ago
    "> I cannot modify the software? Why not? To spare the company supporting randomly modified versions." Then why not just say that? Why not just say, "No support shall be provided if the software has been modified without authorization?" "I don't think it makes much practical sense, but this is an industry standard. Virtually every proprietary software license is locked down this way." Yes, well, when I said that I would not agree to it, I meant it -- because I do not agree to proprietary licenses with such terms (i.e. I do not use proprietary software).
archangel_one 13y ago
I don't especially care for license agreements, but it does seem better that they be simple like this than fifty pages of legalese. On the other hand, I don't especially like that this keeps some of the most typical objectionable clauses of such agreements: Clause 1: you disclaim any fitness for purpose? Not only is this likely unenforceable in many jurisdictions, it seems distinctly weaselly to sell a product and attempt to claim that in the fine print. Clause 2: does that mean if it erases my entire hard drive, you're not responsible? Seems a bit not cool; though I can understand wanting to avoid claims if it crashes and data is lost, it seems overly wide-ranging. Clause 4: I have a perpetual license, until you decide it's over for no reason at all and that's that - in which case I get no consideration or refund? Clause 5: as csense mentioned, at least parts of this would seem unenforceable too. I guess maybe it makes it seem worse that it's all laid out starkly without all the jargon to mask them; they're not uncommon clauses to include in such agreements, of course.
- latitude 13y ago
  Clause 1 is a standard DISCLAIMER in many O/S licenses. That's the source of it. Clause 2 - Correct. This is a straight-forward translation of the legal speak. Again, fairly standard, you've just not been paying attention :) Clause 4 - As I explained in another comment, this yet again appears to be a standard way to protect against unforeseen abuse. For example, someone's using the software to facilitate phishing ops or something to that end. Clause 5 - The lease/rent/lend is a standard clause in many licenses, e.g. [1]. The "sell" clause also made an appearance in several I looked at, so it only seemed reasonable to combine these two. [1] http://technet.microsoft.com/en-us/sysinternals/bb469936.aspx http://technet.microsoft.com/en-us/sysinternals/bb469936.asp...
  - archangel_one 13y ago
    Yep, I understand that those clauses are common in many agreements. Doesn't change that I just don't care for any of them, though :) I think having them laid out that might make me more likely to react to them than if they were buried in a whole lot of jargon, which makes a slightly unpleasant case for longer agreements :(
csmatt 13y ago
Why not a standard set of symbols to cover all of the standard stuff? You understand what the symbol means one and no longer have to check for something that might be skipped in.
petersouth 13y ago
I used Oracle's as a template. I'd briefly read through theirs and see if you missed anything important.

14 points by latitude 13y ago

I have released several projects under conventional multi-page licenses, covering everything from not suing "licensees of data providers" and force majeure (that may or may not be different from the acts of God). This time around I have a simpler project and I want to try a simpler plain-spoken EULA that boils down to this: 1. This is an "as is" software that may break in which case you won't go after the developer 2. You won't do objectionable things with the software Have anyone tried this? There's just such a stark difference between, say, a BSD license and a license that comes with a typical Windows/Mac software. But since BSD clearly works, so why not try and keep things simple? EDIT -> added "that boils down to this"

josscrowcroft 13y ago
You'll never know how good your contracts are until somebody sues. I'd contact a lawyer (and am doing so, for a separate project!)
- latitude 13y ago
  Been there. I had several EULAs drafted and/or proofread by lawyers. Inevitably, they feel that if they don't add a bucket of legalspeak, they weren't earning their money. When pressed if this or that wording really needs to be that contrived, they would come back with "not really, but better safe than sorry". On the other hand there are much simpler licenses that are widely used and that are in fact human readable. BSD and MIT licenses being a couple of examples.
  - josscrowcroft 13y ago
    Fair play, and it all depends on the project - although in this case I'd rather sacrifice readability (remember, you can do summaries like http://500px.com/terms http://500px.com/terms to great effect) for peace of mind. Knowing it's been professionally done lets me sleep more soundly!
  - DannyBee 13y ago
    "they feel that if they don't add a bucket of legalspeak, they weren't earning their money" Then you are hiring the wrong lawyers. I am happy to put you in touch with lawyers that don't feel the urge to randomly wordsmith stuff so that the feel like they are earning their keep.
rogerbinns 13y ago
That doesn't work at all if it is the actual wording. For point 1 you can find warranty wording in any number of open source or creative commons licenses. For the second, objectionable requires a definition. For example many would consider the US drone assassination program objectionable, and hence tar US companies and people with the same brush. Does that mean US companies and people can use the software? How many steps do they have to be removed (eg is providing the payroll software to the defense contractor a problem?) http://wonko.com/post/jsmin-isnt-welcome-on-google-code http://wonko.com/post/jsmin-isnt-welcome-on-google-code https://www.youtube.com/watch?v=-hCimLnIsDA https://www.youtube.com/watch?v=-hCimLnIsDA Because of copyright laws, people can do virtually nothing with software. If you actually want to give the user freedoms - see http://www.gnu.org/philosophy/free-sw.html http://www.gnu.org/philosophy/free-sw.html - then pick a well known free software license since it will have already addressed all these issues.
- deleted 13y ago
  [deleted]
- latitude 13y ago
  No, duh. Of course this is not the actual wording. It is here instead - http://pastebin.com/C91fEqAf http://pastebin.com/C91fEqAf

csense 13y ago

> You cannot sell, rent, lease or lend the software. I am not a lawyer, but AFAIK this clause is unenforceable in the US. http://en.wikipedia.org/wiki/First_sale_doctrine http://en.wikipedia.org/wiki/First_sale_doctrine

rogerbinns 13y ago
This is why these "agreements" start out saying the software is licensed to you, not sold to you.
- archangel_one 13y ago
  They can say whatever they want, but it's still not necessarily true or enforceable. The Wikipedia page linked above describes rulings by the European court which suggest that they consider that software is sold rather than licensed, in which case it can't be contracted out of as this tries to do.
tzs 13y ago
Not quite. The first sale doctrine says that there would be no violation of copyright for the user to sell or lend the software [1]. That doesn't clear non-copyright roadblocks that might be in the way. If the vendor's EULA attempt succeeds in forming a valid contract between the vendor and the user, the "no sale" clause in that contract would be such a roadblock, and would be enforceable. As to whether or not the EULA will be a contract, the courts have been inconsistent on that, if I recall correctly. In a district where the courts have decided EULAs can be enforceable contracts, whether or not a particular attempted EULA is one will depend on the details of the particular case. [1] I left out "rent" and "lease" because first sale in the US has an explicit exception that makes it not apply to computer software rentals and leases if those are for "commercial advantage").

ams6110 13y ago

EULAs are basically meaningless. Nobody reads them, and everybody knows that nobody reads them. Also you generally can't disclaim your liability for damages caused by your gross negligence, and a judge, not an EULA, will decide if you have done that, should someone be aggrieved enough to take you to court.

SEMW 13y ago

> The company reserves the right, exercised in its sole discretion, to revoke your license at any time. That clause makes sense for online services. But for packaged software -- really? If I buy a piece of software, I don't expect the developer to have the power to decide, at their whim, that I'm no longer allowed to use it. Even Microsoft EULAs (e.g. http://goo.gl/IE8RN http://goo.gl/IE8RN) don't purport to give them that power.

latitude 13y ago
But how come it makes sense for online services then? I've seen this in more than one license to date, I'd say it's not that uncommon. From what I can tell, this is a way to deal with the unforseen abuse situations.
- SEMW 13y ago
  > But how come it makes sense for online services then? Because, as you just said, it's a way to deal with unforseen abuse situations. But that justification only works for online services (or other situations involving shared or limited resources). It doesn't make sense for standalone software. What does 'abuse' even mean in that situation? Is Excel going to complain to its union rep if I make it work 80 hours a week?
  - latitude 13y ago
    A software being used to facilitate the spread of malware. Or being used as a part of a scam operation. Or being used by an entity that creates a negative impact on the company's brand.
    - tzs 13y ago
      Oh my god, no, you do NOT want to go there. Mallory buys your software, and uses it for scams or for spreading malware, and you revoke his license. Manfred also buys your software and it uses it for scams or spreading malware, but for some reason you do NOT revoke his license. Congratulations! Manfred's victims now try to sue YOU for failing to stop Manfred. Will they succeed? I don't know--but it is going to be a royal pain in the ass for you either way.

betterunix 13y ago

I would not agree to it. I cannot modify the software? Why not? Why should you have the right to revoke my right to use this software?

latitude 13y ago
Well, then you don't agree to it. > I cannot modify the software? Why not? To spare the company supporting randomly modified versions. Also, the "cannot modify" clause is a weaker version of a universally used "You shall not decompile or reverse-engineerthe software", which is also frequently coupled with "You will not try and defeat, deactivate, bypass, remove or otherwise circumvent any software protection mechanisms". I don't think it makes much practical sense, but this is an industry standard. Virtually every proprietary software license is locked down this way.
- betterunix 13y ago
  "> I cannot modify the software? Why not? To spare the company supporting randomly modified versions." Then why not just say that? Why not just say, "No support shall be provided if the software has been modified without authorization?" "I don't think it makes much practical sense, but this is an industry standard. Virtually every proprietary software license is locked down this way." Yes, well, when I said that I would not agree to it, I meant it -- because I do not agree to proprietary licenses with such terms (i.e. I do not use proprietary software).

archangel_one 13y ago

I don't especially care for license agreements, but it does seem better that they be simple like this than fifty pages of legalese. On the other hand, I don't especially like that this keeps some of the most typical objectionable clauses of such agreements: Clause 1: you disclaim any fitness for purpose? Not only is this likely unenforceable in many jurisdictions, it seems distinctly weaselly to sell a product and attempt to claim that in the fine print. Clause 2: does that mean if it erases my entire hard drive, you're not responsible? Seems a bit not cool; though I can understand wanting to avoid claims if it crashes and data is lost, it seems overly wide-ranging. Clause 4: I have a perpetual license, until you decide it's over for no reason at all and that's that - in which case I get no consideration or refund? Clause 5: as csense mentioned, at least parts of this would seem unenforceable too. I guess maybe it makes it seem worse that it's all laid out starkly without all the jargon to mask them; they're not uncommon clauses to include in such agreements, of course.

latitude 13y ago
Clause 1 is a standard DISCLAIMER in many O/S licenses. That's the source of it. Clause 2 - Correct. This is a straight-forward translation of the legal speak. Again, fairly standard, you've just not been paying attention :) Clause 4 - As I explained in another comment, this yet again appears to be a standard way to protect against unforeseen abuse. For example, someone's using the software to facilitate phishing ops or something to that end. Clause 5 - The lease/rent/lend is a standard clause in many licenses, e.g. [1]. The "sell" clause also made an appearance in several I looked at, so it only seemed reasonable to combine these two. [1] http://technet.microsoft.com/en-us/sysinternals/bb469936.aspx http://technet.microsoft.com/en-us/sysinternals/bb469936.asp...
- archangel_one 13y ago
  Yep, I understand that those clauses are common in many agreements. Doesn't change that I just don't care for any of them, though :) I think having them laid out that might make me more likely to react to them than if they were buried in a whole lot of jargon, which makes a slightly unpleasant case for longer agreements :(

csmatt 13y ago

Why not a standard set of symbols to cover all of the standard stuff? You understand what the symbol means one and no longer have to check for something that might be skipped in.

petersouth 13y ago

I used Oracle's as a template. I'd briefly read through theirs and see if you missed anything important.