Negotiating Software Licenses and Technology Agreements With the Federal Government: Use Rights and IP Protection

The federal government spends more than $6 billion annually on software in more than 42,000 transactions, according to a recent memo issued by the Executive Office of the President. Technology companies contracting with the federal government for the purchase/sale of software face a number of complex legal challenges, including complying with Federal Acquisition Regulation (FAR) Sections 27.4 and 52.227 and Department of Defense Federal Acquisition Regulation Supplement (DFARS) Sections 227. 71 and 227.72, which address rights in technical data and computer software.

Software companies generally retain ownership of their technology as a part of the government contract, and the federal government receives a license to use the technology. When negotiating the scope of the government’s use rights, the parties must take into account the commercial or non-commercial nature of the technical data or computer software as well as the extent to which the technical data or computer software was developed with federal funding.

In addition, technology counsel must evaluate the potential impact of the contract on their client’s IP rights and include protective measures to prevent or remedy IP misappropriation.

Listen as our authoritative panel of government contract attorneys explains the unique requirements and legal risks of negotiating software licenses and technology agreements with the federal government. The panel will discuss best practices for complying with the relevant FAR and DFARS regulations and crafting contract provisions on use rights and IP protection.

1. FAR and DFARS regulations impacting software licenses and technology agreements with the federal government
2. Best practices when negotiating software licenses
3. Strategies for preventing or remedying IP misappropriation

The panel will review these and other key issues:

• What are some key considerations and best practices for technology counsel when negotiating software and technology use rights with the federal government?
• What measures should technology counsel take to bolster IP protections in software licenses and technology agreements with the federal government?
• What remedies are available to technology companies if the government misappropriates their IP?