25

I read on https://easychair.org/licenses:

Please note that we do not allow any organizations or individuals whose professional duties include conference organisation or who are paid, in any form, for doing so to resell our services or consult on how to use EasyChair without our express permission.

Can a software company forbid individuals to consult on how to use their software in the United States? I would have guessed this is outside their legal reach but could be wrong.

Improve this question
4
  • 1
    Is this software, a service, or a little bit of both?
    – Harper - Reinstate Monica
    Jan 4, 2022 at 17:44
  • 1
    @Harper-ReinstateMonica a little bit of both but I'm interested in both cases
    – Franck Dernoncourt
    Jan 4, 2022 at 22:42
  • I think the key point here is that the software is enabling remote conferences so they're saying they don't allow conference organizers, specifically, to re-package or re-sell their services. For example, if I ran Virtual Conferences Inc. I could not buy a professional licence and then sell a conference package to a client while providing the helpdesk and technical support that the end-client would otherwise have had to have bought an exec/group licence for. It's to prevent middlemen from buying their unsupported product and re-selling it with their own (potentially deficient) support instead.
    – J...
    Jan 5, 2022 at 18:42
  • That wording doesn't seem to preclude someone like me from buying a copy of their software, figuring out how to use it and then doing consulting; I've never organized a conference in my life. Or, if I was a professional conference organizer, I could get out of that business, buy a copy of their software and go into the EasyChair consulting business, combining my experience in conference organization (which I no longer do in a professional capacity) with my good looks and teaching ability.
    – Flydog57
    Jan 6, 2022 at 2:20

3 Answers 3

Reset to default
31

They certainly can make that a license term and revoke the license if you do not comply.

However, revoking the license is all they can do to "forbid". Or they could sue you for damages without revoking the license.

That said, you are free to consult how to use their software so long as you do not hold a license so that you are not bound by the terms AND you do not break the law e.g. copyright. How to do it is up to you to figure. Maybe you could simply consult users that do have a license — on their premises and devices.

Improve this answer
9
  • 3
    "Revoking the license" only matters if you needed a license to begin with, in other words, if you were doing something you could not otherwise do after legally obtaining a copy of the software.
    – R.. GitHub STOP HELPING ICE
    Jan 4, 2022 at 18:07
  • 3
    In principle, they could threaten to revoke the client's license (i.e. the license of the person who hires the consultant). That strikes me as a questionable business decision, but they could do it.
    – Kevin
    Jan 4, 2022 at 19:08
  • 3
    @Kevin Revoking the client's license might well be "tortious interference with contract" and therfore unlawful. Indeeed even trying to enforce sufch a provision againt the consultant might well be "tortious interference" "
    – David Siegel
    Jan 4, 2022 at 22:47
  • 1
    @DavidSiegel: Even if the client already agreed, in the license, to only ever use their official consultants? I would be surprised if that were unenforceable...
    – Kevin
    Jan 4, 2022 at 23:54
  • 3
    Given the emphasis on "helpdesk and technical support" in the page, I suspect the purpose of the clause is to prevent customers on the lower tier licenses, who aren't paying for this service, gaining access using customers on the higher tier license as an intermediary. As such, another option would be charging the purchaser of the consultancy for the higher level licence.
    – Gary Myers
    Jan 5, 2022 at 0:08
6

One other consideration that could be relevant is covered in SAS Institute, Inc. vs World Programming, Ltd.; in the US case, SAS won a large judgement ($80 million) mostly due to World Programming using their documentation, but also in part because World Programming violated their license by using a non-commercial version of the software in order to develop their own, competing software.

This is unlikely to be relevant for someone who simply offers to come into a company and help them install/manage/etc. the software, but would be relevant for someone who was to, say, develop materials using the software in screenshots/videos/etc.

Improve this answer
2
  • Thanks, yes sounds like they did a bit more than consulting :)
    – Franck Dernoncourt
    Jan 4, 2022 at 22:43
  • 1
    Yes indeed, though the applicable law probably has implications beyond the level they took it to (though this was only confirmed up to the circuit level, the supreme court denied cert on the appeal).
    – Joe
    Jan 5, 2022 at 1:33
2

A danger here to note when consulting with a company that retains the license, is that the engagement could be terminated with very little warning upon simple threat of action to be taken. Legal action itself is less imposing than an email with the threat of legal action to many companies.

And so the the various points about action taken against the consultant - it is far more likely they will exercise some measure against the holder of the license, the company. Losing the right or access to use the software could be a significant business impact.

I've been in the precise situation before, where I am doing nothing wrong (as the consultant) and the company is doing nothing wrong (just getting help/support/training/etc that the software company cant provide) ... and the engagement comes to an abrupt end because of the threat of litigation against the company. (another clause to be wary of is a 'use of software' limitation or 'intended use of' the product restriction)

In these consulting cases, I have done a diligent and careful review of contracts and terms and there is no legal basis for a claim - no case. But that does not prevent the threat of legal action or revocation of license which is quite often, more than enough for a company to end an engagement.

Therefore, the ability to enforce the term isn't necessarily the point of the clause. The ability to point to it when making a claim, and deter through threat of filing with a simple letter are more likely the point and purpose.

Always be sure to be upfront with the company about the known risks involved. Depending on the size and type of business, I have found they will often choose to engage services regardless, if there is enough value to them.

Can a software company forbid individuals to consult on how to use their software in the United States?

While there are multiple facets to this (consultant vs employee vs company) the software company in question can restrict the use of the software but not individuals that aren't under the scope of any agreement. They cannot act in typical circumstance outside existing law of the relevant venue. They are free to threaten frivolous lawsuits all they wish, however...

Improve this answer

You must log in to answer this question.

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