licensing terms for 1Cate

[Eric Hellman <eric@openly.com>]

I have just joined the list; I hope that I can contribute a bit. I have
very much appreciated the high quality of information on the LibLicense
web site.

I have been preparing a license agreement for our 1Cate service
(http://www.openly.com/1cate/) and I've been able to use the DLF/CLIR
model license almost verbatim. I found it well thought out and relatively
complete. Of course with any new service, there are some new issues and
some stuff in the license that is completely irrelevant (how do I warrant
my delivery medium as being free from defects when the delivery "medium"
is the internet?)

There are two issues that came up that I wonder if they've been considered
by the list. (I searched the archives, but it's quite possible that I
missed a previous discussion.)

1. suggestions, bugfixes and corrections

It is quite common, especially in the software business, that a provider
stipulates that when a licensee submits comments, corrections, bugfixes,
etc. to the licensor, the licensee thereby grants the licensor a
non-exclusive, irrevocable right to use, incorporate, republish, etc etc
the submitted corrections in the licensor's product. This is especially
common when the licensee receives source code or raw data.  The benefit to
both sides is clear- the licensee gets the bug fixed, and the licensor is
free to use the correction.

In our 1Cate source code license
(http://www.openly.com/1cate/license.html), for example we have the
following language:

   You hereby grant to Openly Informatics, Inc. a royalty-free,
irrevocable license under all intellectual property rights (including
copyright) to use, copy, distribute, sublicense, display, perform and
prepare derivative works based upon any feedback, including materials,
fixes, error corrections, enhancements, suggestions and the like that you
provide to Openly Informatics, Inc..

Is there anything here that could be an issue for a library?

2.  customization using licensee owned material.

As resources provided to libraries becomes more and more customizable,
material copyrighted by the licensee may be used on the website of a
licensor (service provider).  1Cate's "Ultracustomization" feature is an
extreme example of this. In order to fit our service into a client's web
site, we copy web page designs from the client, and then serve them from
our web site. (look at http://westark.1cate.com/ for an example.)  Should
a license in this case specifically grant the service provider a limited
license to the client's content and trademarks for the purpose of
delivering customized services? Or is this not anything that would ever
come to an issue? Does anyone know of other vendors who include provisions
for this this in their license agreements?

Thanks in advance for your comments, and we'll have a table at ALA MW if
you want to say hello in New Orleans.

Eric
-- 
please visit us at Midwinter ALA!

Eric Hellman, President                            Openly Informatics, Inc.
eric@openly.com                                    2 Broad St., 2nd Floor
tel 1-973-509-7800 fax 1-734-468-6216              Bloomfield, NJ 07003
http://www.openly.com/1cate/      1 Click Access To Everything
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