Legal and License Agreements
PLA serves as a liaison between CoC Faculty and GT Legal to ensure execution of legal agreements. To execute a license agreement or contract, please send the following information to help-purchase@cc.gatech.edu:
- A copy of the agreement
- Brief description of how the software or contract will be used
- Contact information for company
- Cost associated with contract or purchase
The Board of Regents of the University System of Georgia (BOR), in its policy manual, specifically addresses the issue of authorization to enter into contracts on behalf of the BOR. The BOR retains the right of approval for certain contracts and delegates contracting authority to the President for others. The President must specifically delegate authority for a Georgia Institute of Technology employee to enter into a contract that binds GIT. Office of Legal Affairs has the delegated authority to sign the following agreements.
SOFTWARE LICENSES
OLA reviews all licenses for software being purchased or licensed for use at Georgia Tech. When a particular piece of software requires a license, you should forward the license to OLA for review, negotiation and signature. If the agreement provides for a license fee, we will need a copy of the signed Purchase Order before we can sign the license. Many software licenses contain one or more of the following provisions, which are a problem for Georgia Tech, as a state entity: 1) governing law of any state other than Georgia; 2) indemnification; 3) limitation of remedies; 4) multi-year term; 5) penalties for late payment/interest payments; 6) perpetual confidentiality obligations even if the software enters the public domain; 7) release of company from liability for direct damages caused by the software; 8) arbitration; and 9) any warranties and/or guaranties required to be provided by Georgia Tech. We are usually successful in negotiating these provisions out. Once the license is signed, a copy will be provided to you.
RESEARCH CONTRACTS
Contracts for sponsored research are handled by the Office of Sponsored Programs (OSP). Although there may be legal issues under negotiation by OSP in many of these agreements, OLA does not routinely become involved in the negotiation process. OLA reviews such agreements only if requested to do so by OSP for general legal issues or by the Office of Technology Licensing (OTL) for intellectual property issues, but such reviews occur on few research contracts. If you think OLA might be involved in the review or negotiation of your research contract and you have not heard from us, please give us a call to determine if the contract is in our office.
For additional information, please visit http://www.legalaffairs.gatech.edu/topics.html