I have a client who is a small ISV about to release their first PC application. They are looking to me as the app developer for advice on the EULA to accompany the software. Is there a boilerplate starting point, which I can tune based on my knowledge of the application and the business? One goal is to minimize legal expenses.
Which jurisdiction? US? EU? multi-jurisdiction? Where are you, the client and the userbase located?– smciJun 17, 2014 at 18:51
@smci: All in the US.– Edward BreyJun 17, 2014 at 18:52
What if someone outside the US buys it/downloads it? Canada? EU? Japan?– smciJun 17, 2014 at 19:31
@smci: Good point. It is possible, albeit uncommon, for someone from practically any jurisdiction to buy the software.– Edward BreyJun 17, 2014 at 19:35
I'm not aware of any boilerplate off the top of my head (I'm sure it's out there) but here are some basics to consider based on my experience:
- even when you (contractor), the client and the (expected) userbase are all located in the US, it's still possible some users outside the US could buy it/download it, e.g. Canada? EU? Japan?
- EULAs often define the legal jurisdiction to be some defined county in the US. Commonly a business-friendly jurisdiction where you live and work. The default in Silicon Valley is Santa Clara County, California. Delaware is also a common choice due to companies being incorporated there, and none of your customers are likely to live there, or be bothered filing a court case there. Deterrence.
- there are other boilerplate clauses to exclude implied warranty, no guarantee of service, limit liability, consequential damages etc.
I am not a lawyer, this does not constitute advice, disclaimer, etc.