AuthorDavid W. Tollen
This book will help you negotiate, draft, and understand informa-
tion technology contracts. Specifically, it will help you with software
licenses and other software transfers, cloud computing agreements,
and technology professional services agreements. It addresses con-
tracts between businesses, as well as business-to-consumer and
business-to-government contracts. It also addresses both offline
contracts and contracts related to the Internet and e-commerce.
This book is for both lawyers and nonlawyers. The text stays
away from technical jargon—“legalese,” “engineerese,” and “pro-
grammerese”—and where it absolutely can’t avoid jargon, it provides
a definition. In other words, this book is written in simple English,
like a good contract.
You can use this book as a training manual or a reference guide
or both. If you’re training, read this book cover to cover. It provides
an overview of the key technology contracting concepts.
If you’re after a reference guide, you can pick and choose the
chapters to read. When you’re negotiating a contract, or reading or
writing one, look up the various clauses to learn what they mean and
what’s at stake. You’ll find sample language in each chapter, which
you can incorporate into your own contracts. Plus, if you visit this
book’s website,, you can copy the longer
sample clauses and paste them into your document. You’ll also find
several full-length contracts at the website, which you can download
and revise to fit your deals.
Finally, you can also use this book’s table of contents as an issue
spotter—as a checklist of clauses to consider.
This book can’t replace a lawyer—or a colleague with more infor-
mation technology (IT) experience, if you are a lawyer. But it can
help you understand your lawyer or colleague. And whether you have

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