2

I'm interested in using Firebase. Their terms of service states in section 3.2 that:

You hereby grant Company an irrevocable, non-exclusive, royalty-free, transferable license, with rights to sublicense, to use, reproduce, modify, display, perform and create derivative works of the Applications, the Content and the Brand Features and Marks for the sole purpose of allowing the Company to provide the Company Software and the Services to You.

For me it is very important that the content I would put into my Firebase database would remain mine and that it would only be used by/accessible to those that I explicitly grant access.

The license agreement says that I would grant Firebase the right to use the content (which is something I do not wish to agree to), but on the other hand it also says that Firebase is only granted to do so for the sole purpose of providing the service to me.

I'm confused by this and would appreciate any help on interpreting what the agreement really says about the content I would store in/access through their service.

Update

I've asked for a clarification directly from Firebase. Their answer does not make things much more clear though:

I would consult legal counsel to determine what effects this would have on your application, as we aren’t able to provide legal guidance specific to your product. That said, these types of terms are fairly standard across SaaS vendors.

As far as I can tell they're essentially saying that I'll need legal guidance to determine what kind of rights Firebase are granted on my content as controlled by section 3.2.

Are they allowed to do pretty much anything with my content after I've stored it inside a Firebase database?

Could anyone give a definite answer to this? Or maybe it is impossible to give such an answer? (in which case it would effectively be impossible to agree to the license terms for anyone that cares about privacy and content protection rights!?)

Improve this question
8
  • Have you asked Firebase what they think it means?
    – Dale M ♦
    Commented Sep 8, 2015 at 1:51
  • @DaleM if it is a contract that they are party to, they should probably not be interpreting the contract for another party.
    – jimsug
    Commented Sep 8, 2015 at 1:55
  • @jimsug I totally disagree. A contract is an agreement - one party has put forward a clause that the other party is unclear on the meaning of; it is perfectly sensible to ask for clarification - that way they both know what they are agreeing to. If more people asked the simple question "What do you mean by this?" before entering a contract there would be far fewer disputes.
    – Dale M ♦
    Commented Sep 8, 2015 at 2:04
  • @DaleM I can't find a specific law that forbids it, but giving advice on the effect of a contract you are party to exposes you to risk of misrepresentation or promissory estoppel. It is a widespread practice for those party to a contract to advise that the other party(ies) seek independent legal advice. I'll keep looking for legislation, though.
    – jimsug
    Commented Sep 8, 2015 at 2:14
  • @jimsug Certainly, if a party offers an interpretation of a clause then the doctrines you mention could prevent them from trying to rely on a different interpretation. However, that doesn't mean the can't or shouldn't offer them - a contract is about a "meeting of the minds"; how can our minds meet if you try to hide your thoughts behind impenetrable prose? If I ask you what you mean and you say "X" then I can say: "OK, I see how these words mean that" or "Well, these words don't actually mean that; how about we change them to Y?" or "Don't be silly; I'm not going to agree to that!"
    – Dale M ♦
    Commented Sep 8, 2015 at 2:25

1 Answer 1

Reset to default
2

As I suspected, a party to a contract isn't going to interpret it for you, as this could constitute inducement, misrepresentation, or form grounds for a claim of promissory estoppel.

Let's look at the Terms, shall we?

Section 3.2:

You hereby grant Company an irrevocable, non-exclusive, royalty-free, transferable license, with rights to sublicense, to use, reproduce, modify, display, perform and create derivative works of the Applications, the Content and the Brand Features and Marks for the sole purpose of allowing the Company to provide the Company Software and the Services to You.

  • You give the Company a license to your Applications, Content, Brand Features and Marks. (the "stuff")
  • You can give others a license as well.
  • You can't require the Company to pay royalties.
  • The Company can transfer the license.
  • This license allows sublicensing (this means the company can grant others a license), use, reproduction, modification, performance and the creation of derivative works of the stuff for the purpose of allowing the company to provide Company Software and Services to You, and for no other reason

For me it is very important that the content I would put into my Firebase database would remain mine and that it would only be used by/accessible to those that I explicitly grant access.

Well, let's look at section 3.1:

As between the parties and except for the licenses granted by this Agreement, (a) You retain all right, title and interest, including all related intellectual property rights, in and to the Applications, the Content and the Brand Features and Marks and (b) Company retains all right, title, and interest, including all related intellectual property rights, in and to the Company Software.

  • You keep the rights in and to the Applications, Content, Brand Features and Marks
  • The Company keeps all rights in and to the Company Software

You're also concerned about use - well, the reason they ask for permission to use it is to avoid a situation where you haven't given them permission to do so, and a Court determines that them "providing the Services to You" is a use.

You'll tend to find these, or similar (or more or less favourable) terms on almost any service that allows the sharing or distribution of user uploaded content.

Improve this answer
4
  • Thank you! Just to be clear: You're saying that I can trust that the meaning of the agreement is "safe". They're not reserving the right to use the content in any way they please (as indicated by Benjamin in the comments above)?
    – Mårten Wikström
    Commented Sep 9, 2015 at 15:08
  • Correct - that is the exact meaning of we may do X for the purposes of Y - you can only do X if the reason for it is Y.
    – jimsug
    Commented Sep 9, 2015 at 15:09
  • Excellent. And providing the service to you cannot legally be broad enough to include unwanted usage - such as publicly exposing parts of if they believe that would enhance the service, or something similar?
    – Mårten Wikström
    Commented Sep 9, 2015 at 15:12
  • As providing generally wouldn't be taken to include enhancing, it's unlikely to be construed as such.
    – jimsug
    Commented Sep 9, 2015 at 15:20

You must log in to answer this question.

Not the answer you're looking for? Browse other questions tagged .