Attorney Steve® SOFTWARE INSTALLATION AND USE POLICY sample [items to consider] in crafting your own policy
Free sample policy
These types of policies should be considered whenever you bring on new employees, (and even perhaps) where your company uses outsourced (outside) third party contractors to perform work on behalf of your company. Many of the software publishers I deal and their attorneys, for example with the Software Alliance ("BSA"), Autodesk and others have told me that if you hire contractors who are using software on your behalf you need to make sure they are properly licensed. If not, they may assert that YOU are liable for THEIR pirating or unlicensed use or installation of software.
ATTORNEY STEVE® NOTE: Most software publishers are only concerned with "installation" as opposed to "actual use" of software. If you have installed their software the burden shifts to your company to prove the LICENSE (meaning, the valid right to install and use the software).
Some important things to consider in drafting a policy:
- Making sure officers and directors are taking steps to oversee the operation (keep in mind, PERSONAL liability can exist for willful infringement)
- May help promote/advance an “innocent infringement” defense if you end up in legal hot water (showing you have policies and procedures in place to prevent unlicensed software installation and usage) and the "slipped through the cracks" argument.
- Put your employees and contractors on notice of what's expected of them (brings awareness to important IP issues) similar to what you would do with trade secrets. If employees have software installed from another company when they come to your company, they should uninstall it. if not, they should agree to indemnify you for any use they are making of the software for commercial purposes. Otherwise, employers are generally liable for the acts of their employees (so if they come to your company, and they are infringing, now you are infringing).
- May prevent illegal copying inside the organization which can avoid problems when you receive a software audit demand letter (for example, many EULA'S require you to submit to a contractual software audit - most people are not aware of this).
- May help rebut a claim of “willful copyright infringement“ - again, slipped through the compliance net.
Introduction - Sample Points
Our company has a strict policy as it relates to the copying, installation and use of third party software (ex. Microsoft, Adobe and others.) which products are typically protected by federal copyright law. Each employee, agent, representative, contractor and persons working on behalf of our company are expected to, and by signing below, hereby agree to comply with this policy at all times.
You understand and agree that all software (and hardware) you use during your working relationship with our company will be properly licensed and paid for. Software is typically protected by federal intellectual property law and improper use and/or installation may subject you to civil and criminal penalties. Our company, including its officers and directors, do not condone any form of software or hardware piracy.
As such, it is critical and REQUIRED to always make sure to:
- Only install software that is properly licensed by an authorized reseller and only after you receive written approval from management. For example, do not buy hardware or software products on websites such as eBay, Dell, Best Buy, New Egg or Amazon (or any other website) and install and/or use them on your computers or laptops without specific written authorization from management.
- Use all software within the terms of the end-user licensing agreement (“EULA”). For example, do not use academic versions of any software for commercial purposes. If you have student software installed on your laptop or other device, please notify us in advance of being hired so that we may convert this into a full commercial license.
- Keep all receipts (if you are asked to purchase or license products on behalf of the company) for any software or hardware that is purchased/licensed/used make sure management has a written copy of the receipt or other proof of purchase. PLEASE KEEP RECORDS OF ALL PURCHASES. We need this in case there is ever a software audit.
- Ask questions anytime you are unsure what your obligations are in regard to software or hardware licensing, installation and use issues.
- Report anything you are aware of that may violate this policy.
Bringing in your own software
If you are bringing in your own laptops, computers, or other computer electronics into the company workplace and such devices have software installed on it, you are responsible to ensure that all software is properly licensed including all software that is used on behalf of the company. You are not authorized to use any software for company or business purposes without first receiving the express written authorization or approval from company. If you fail to advise us of your software installations, you agree to indemnify us for any damages caused by your personal unauthorized use to the extent allowed by law.
Company Trade Secrets
By signing below you understand and agreed to maintain the confidentiality of our companies business and strategic plans and opportunities, finances and financial statements, identity of the customers, suppliers and vendors, prices and pricing policies, software and hardware setup and usage, network configurations, contractual rights and obligations, know-how, new products and service ideas and anything else that may be marked or labeled as “confidential” or “trade secret” that comes into your possession. We consider the software we use, and the setup of our networks to be a protected trade secret as this gives us a competitive advantage in the marketplace. We may have other trade secrets, and policies pertaining thereto, that you are expected to comply with.
Question or concerns
If you have any questions or concerns about your obligations under this company policy (or any other policy), or if you have reason to suspect any improper activity by any other employee, agent, contractor or representative of the company, you are obligated to report this to management by calling XXXXXX or emailing XXXXX.
I hereby acknowledge that Company has a zero-tolerance policy in regard to violating this software and hardware installation/use policy and that this company does not condone and will take serious any infringement of intellectual property rights reported to Company.
By signing below I understand that any violation of this policy, however minor, may lead to adverse consequences including but not limited to termination of employment subject to state and federal laws.
I also acknowledge that I have read and understood this policy and agree to comply with its terms and to keep a copy of this policy for my reference.
I further understand that if I fail to comply with any aspect of this policy which leads to any claim for damages, audit, lawsuit, or other legal action by any third party against our company, I agree to indemnify company and its officers and directors for any losses, claims, demands, costs (including audit costs, penalties and attorney fees) or other monetary losses that may be incurred.
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Contact an Intellectual Property Attorney
If you need custom contracts, social medial policies, privacy policies, BSA software audits, Autodesk audits, DMCA safe harbors policies, or other internet legal advice related to computer or technology legal issues contact us at (877) 276-5084. In many cases we can structure a low flat rate fee. Please note, do not rely on this sample until you discuss with legal counsel including IP and employment counsel. There may be special rules in your jurisdiction that need to be followed. By using these basic principles as a guideline, you can hopefully avail yourself of an INNOCENT INFRINGEMENT DEFENSE if there are ever any problems in the future.
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