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Re: digest 799

At 12:01 AM 11/28/01 EST,

Bonnie Jean Cox of Electronic Resources/Licensing University of Kentucky
Libraries wrote:

>I have just started working with our license for the Thesaurus Linguae
>Graecae on the Web to discover that they have both an indemnity clause and
>a clause specifying adjudication under the laws of California. For us as a
>state institution, both are deal breakers. The TLG staff inform me that
>their legal counsel at California-Irvine say that they can't change either
>clause.  Is this a total impasse...?

With some vendors, I've managed to get around the problem of both entities
requiring local jurisdiction by deleting "choice of law" from the contract
altogether, remaining silent on the issue. Then you only have to work it
out if there is, in fact, a lawsuit, which is extremely unlikely. I also
often build a "mutual indemnification" clause into our licensing
agreements. This usually satisfies everyone. Sybil Boutilier
***********************************************

Sybil L. Boutilier
San Francisco Public Library
Civic Center
San Francisco, CA 94102
(415) 557-4214 phone
(415) 437-4830 fax
e-mail sybilb@sfpl.lib.ca.us
http://sfpl.lib.ca.us

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Electronic Library Project:
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