RE: license requirement to expunge data, post termination

["Hiatt, Derrik" <hiattcd@wfu.edu>]

This is for an online database, yes? I'm wondering what "copies" 
they expect you to return and/or destroy.

I've seen language like this pop up a couple of times, and it has 
been just as you conjectured below--a product normally licensed 
to a business. In one case, we were the first library the 
licensor had ever licensed their product to, and they really 
didn't understand how our operation worked. I explained to them 
that this was simply something we did not have the power to 
guarantee.  We can promise to delete any *library* copies 
(especially since it's online, and we're just removing the link), 
but that we don't have any way to make our individual *users* 
delete portions of the data that they may have downloaded.

I would ask them exactly what the library is expected to *do* to 
"expunge the Data," etc., in light of it being an online product. 
Maybe it's things you already do. Then ask them to clearly 
distinguish (in the license) between what you, the Licensee, are 
expected to do vs. what your individual users are expected to do. 
But make sure they understand that you as Licensee cannot 
guarantee/enforce particular user behavior.


C. Derrik Hiatt
Electronic Resources Librarian
Z. Smith Reynolds Library
Wake Forest University
Winston-Salem, NC 27109
hiattcd@wfu.edu

-----Original Message-----
From: owner-liblicense-l@lists.yale.edu
[mailto:owner-liblicense-l@lists.yale.edu] On Behalf Of Andrea Langhurst
Sent: Friday, April 15, 2011 3:15 PM
To: liblicense-l@lists.yale.edu
Subject: license requirement to expunge data, post termination

Hi All,

I'm in the process of reviewing an agreement for a business 
database.  The license includes a clause:

Upon the termination of this Agreement for any reason, Licensee 
shall promptly expunge the Data, and any items calculated from 
the Data from its computer systems other than insubstantial 
portions of the Data which incidentally appear in transaction 
records and files that Licensee is required to retain under 
applicable law, and shall return to XYZ all copies thereof, and 
promptly after XYZ's request, an officer's certificate stating 
that all such copies have been destroyed and all Data (except as 
allowed in the preceding sentence) has been expunged.

I'm curious if other libraries are have agreed to such terms (or 
products with similar requirements) and what they are doing when 
they see such a clause. Do you have a workflow in place in the 
case of termination of such a product?  I've been unable to 
negotiate any change to the language.

I'm also wondering if something like this might not typically be 
licensed through a university library, but perhaps more directly 
to a department or group that might be able to more readily agree 
to such terms?

Feel free to respond to me off list, if that makes you feel more 
comfortable to respond.

Thanks,

Andrea M. Langhurst
Licensing/Acquisitions Librarian
Electronic Resources & Serials Access Department
University of Notre Dame
Notre Dame, IN  46556
langhurst.1@nd.edu