There are few little known facts that we should all be aware of when acquiring technology resources.
Fact #1: All software – including shrink-wrapped goods, shareware and free downloads – have a license agreement.
Agreements can come in the following forms:
- Document signed by both parties
- Click-through (clicking “I agree”)
- Document in the box
- Document in a manual
- Text “read me” file on the disk
- Document on the website
These are all legally binding agreements.
Fact #2: The only person who has delegated authority to sign or authorize these type of agreements is the UI Director of Purchasing. The Director of Purchasing consults with the Office of the General Counsel before signing these agreements to ensure the interests of The University of Iowa are covered. Generally, individuals, including managers, department heads or deans, do not have proper signature authority to sign and execute these type of agreements on behalf of the University.
To avoid institutional and/or personal liability, license agreements should be evaluated and reviewed from a legal perspective before acceptance. If you sign an agreement, click “I agree”, or agree to terms in any fashion, regardless of cost (including free web downloads), without this evaluation and proper signature process, you may be assuming personal and institutional liability. The potential ramifications include personal financial exposure, disciplinary action, and/or criminal liability.
ITS, with the assistance of the Office of General Counsel and the UI Department of Purchasing, has implemented the Software Acquisition Process to help software users on campus obtain the best pricing and best terms possible. It is important to start conversations with your college or department to define how you acquire software and to contact us so that we can help reduce risks to you, your department and the University.
Reasons for going through the recommended process
- IP Rights/Risk Reduction - As a higher education institution which has many patented and/or copyrighted products we need to respect the intellectual property (IP) rights of others. Therefore, to ensure the University does not violate a third party’s IP rights or expose the University to undue risk, we are making the Software Acquisition Process available.
- Export Regulations and Laws Risk Reduction – to ensure the University does not violate any export regulations or expose the University to undue risk, we are making the Software Acquisition Process available.
- Cost Savings - In addition to IP and risk issues there have been numerous instances where departments have found cost savings by going though the ITS Campus Software Program. By identifying what software is being used the ITS Campus Software Program can pool common titles for more volume and get better pricing. An example of this is the Adobe Acrobat volume licensing for departments. By pooling our campus volume we have saved over $35,000. The pooling of Ghost licenses has saved our campus $20,000.
- Clearinghouse - It is quite possible that the software that you need is also needed by others on campus. TheSoftware Acquisition Process can help these other software users on campus because the ITS Campus Software Program can serve as a campus wide clearinghouse. Typically a piece of software only needs to go through theSoftware Acquisition Process one time to be approved for campus-wide use.
Steps in Acquisition Process:
- A Technology Agreement Review Form is submitted to the ITS Campus Software Program.
- ITS will research pricing/initial license terms.
- Proposal submitted back to requesting department/individual/unit.
- Acceptance or denial of proposal by requestor.
- Final vendor negotiations by ITS/UI General Counsel Office/UI Purchasing.
- Final contract terms accepted by vendor and Office of General Counsel.
- Final contract submitted to Purchasing for execution.
- Instructions on how to obtain product.
The best deals are typically achieved when there is one contact point with the vendor and where appropriate negotiation time is allowed.
For a list of license agreements already approved for campus wide use, see the UI Reviewed & Offered Software List.
As a higher education institution, the University of Iowa has a diverse population of students, faculty, and staff who are engaged in a myriad of academic and scientific endeavors. Due to this wide array of activities, the University of Iowa must address the potential risk of any technology or software when it is purchased. Therefore the following general categories have been developed to help departments and the ITS Campus Software Program understand the University’s legal risk when purchasing software. These categories are general and for reference purposes only. If you have any questions or concerns, please contact ITS or the Office of General Counsel immediately.
- the software is low cost or free.
- there is no foreseeable risk of litigation based on your usage of the software.
- there is no risk to human life or safety by using the software.
- there is no risk of property damage by using the software.
- the use of the software does not involve processing, storing or compiling confidential information. (Information that may be proprietary to the University or a third party or information that is required to be held confidential for one of many reasons including contract provisions or federal regulations such as HIPAA or FERPA or Social Security Numbers or research data.)
- the software is not export controlled. (“Export Controlled” means U.S. Export Control regulations are mentioned in the Agreement. The ITS Campus Software Program will review this issue for the department/purchaser.)
- the vendor will not have representatives physically present on campus at any time.
Some Risk – Any concerns with the above items or any additional risks as determined by the department. These licenses will need to be negotiated to reduce the risk to the institution, the department and the individual.
Office of General Counsel
120 Jessup Hall, Iowa City, IA 52242
ITS – Campus Technology Services
Campus Software Program
2800 University Capitol Centre #2860-19
Iowa City, IA 52242-5500