Sign Up For Our Weekly Emails
Get the latest updates on special offers, courses, events, webinars and books from Federal Publications Seminars.
Thank You
You'll soon be receiving updates about special offers, events, & more.
Get 10% Off Your Next Purchase
Sign Up For Our Emails
Thank You
You'll soon be receiving updates about special offers, events, & more.
Cart
Overview

The regulations and contract clauses pertaining to the Government's rights when obtaining licenses to computer software programs and documentation are complex and highly unique, differing greatly from commercial transactions. Moreover, they have recently changed significantly. The software licensing landscape had altered greatly from a three-year rewrite by the Department of Defense, and from acquisition streamlining legislation. The result was an entirely new Part 227, Rights In Technical Data and Computer Software, of the Department of Defense Federal Acquisition Regulation Supplement (the DFARS).

These new licensing regulations contain, for the first time, clauses dedicated exclusively to computer software documentation. And, they substantially revise the basis on which a contractor can assert proprietary interests when licensing software products to the Government. These changes join the wide range of regulations, rights and responsibilities already in existence on the licensing of commercial and specially contracted-for software. In short, this is a complex, dynamic subject - one which software providers must know about, understand and be able to effectively manage at every step.

This special course provides clear, authoritative analysis and instruction on software licensing, offering answers to vital questions and issues, including:

  • How can software providers and contractors maximize their rights and product protections?
  • What types of licensing rights are available? How should they be written?
  • What software and documentation do the new regulations require to be delivered with a license for unlimited rights?
  • What danger/warning signals should you be looking for in solicitations?
  • How do the new regulations define software "developed at private expense"?
  • How is the licensing software treated when it is developed with indirect costs?
  • How can proprietary source codes be protected?
  • How can software developers protect proprietary applications to which the standard contract language would give the Government unlimited rights?
Dates/Locations
No upcoming dates/locations at this time
Agenda
Day 1
8:00 AM - 3:00 PM
La Jolla, Hilton Head and Las Vegas September Weeklong Conference Locations
9:00 AM - 4:00 PM
All Other Locations
 
Day 2
8:00 AM - 11:00 AM
La Jolla, Hilton Head and Las Vegas September Weeklong Conference Locations
9:00 AM - 12:00 PM
All Other Locations

The Course Curriculum

  1. When the Government Buys/Licenses Intellectual Property: The Foundations
    1. The Basics Clauses
    2. Military and Civilian Rules
    3. Frequently Changing Rules
    4. Rights in Paper and Code-Not Technology
    5. Licenses, Not Ownership
    6. Development as a Key Concept
    7. The Source of Funding
    8. Government Enforcement
    9. Administrative Burdens
    10. Resolving Disputes
  2. Technical Data and Computer Software Defined
    1. What Is Technical Data? What Is Not?
    2. Computer Software
    3. Commercial vs. Noncommercial
      1. 1988 regulations
      2. 1995 regulations
      3. Data rights clause
      4. Commercial item purchases
  3. Unlimited Rights in Technical Data and Software
    1. "Unlimited Rights" Defined
    2. Technical Data & Unlimited Rights
      1. Items developed with Government funds
      2. 1988 and 1995 regulations
      3. Data created with Government funds
      4. Experimental, research data
      5. Changes to Government-furnished data
      6. "Form, fit & function data
      7. Manuals
      8. Publicly available & non-secret data
      9. Other categories
      10. Expired-rights data
      11. Commercial technical data
    3. Computer Software & Unlimited Rights
      1. "Required to be originated" or "generated as a necessary part"
      2. Adoption of unlimited-rights categories of technical data
      3. Corrections to Government furnished software & public software
      4. Software resulting from experimental research
      5. Databases
    4. Rights In Non-Deliverables
  4. Limited Rights in Technical Data
    1. "Limited Rights" Defined
    2. Technical Data and Limited Rights
      1. "Item, component or process"
      2. "Developed"
      3. "At private expense"
    3. Confidentiality & Marking
    4. Commercial Technical Data
  5. Restricted Rights in Computer Software
    1. 1988 and 1995 Regulations
    2. FASA Revisions
    3. Software & Restricted Rights
    4. Noncommercial Software & Restricted Rights
    5. Commercial Software & Restricted Rights
    6. Marking Requirements
  6. Government Purpose and Nonstandard Rights
    1. Government Purpose License Rights
    2. Nonstandard License Rights
  7. Licensing Considerations and Issues
    1. Litigation
    2. Licensing "Government Purpose" Rights
      1. Modified Government purpose licenses
      2. Promising technical assistance
      3. Payment
      4. Delivery of data packages and qualification of vendors
      5. Term of license
      6. Postponement of disputes
      7. Protection and security of data
      8. Warranties and indemnification
      9. Special considerations
    3. Licensing Commercial Software
      1. Problems with current licenses
      2. Five regulatory schemes
      3. What rights does the Government take?
      4. How to mark commercial software
    4. When Is Software Commercial?
      1. "Offered for license" test
      2. "Source of funding" test
      3. Two tests combined
      4. Modified commercial software
      5. Modified from a Government version
    5. Writing The Standard License
      1. Addressing Federal purchases
      2. Calling the software commercial
      3. Including language from previous DFARS
      4. Specifying other useful terms
      5. A suggested license
      6. Variants
  8. Protecting Rights in Technical Data and Software When Involved in Licensing
    1. Contractors' Essential Duties & Strategies
      1. Develop at private expense
      2. Keep evidence
      3. Avoid developing items directly in performance
      4. Refine the scope of "Government purposes"
      5. Provide written notice prior to award
      6. Give notice during performance
      7. Reach agreements
      8. Mark data and software
      9. Protect proprietary information
      10. Taking advantage of every commercial product possibility
    2. Reviewing Past Deliverables
      1. Why audit them?
      2. How to accomplish an audit
    3. Protecting Future Deliverables
      1. Practices
      2. Records
    4. Spotting Danger Signals In Solicitations
      1. Reviewing the descriptions of what is to be delivered
      2. Analysis of boilerplate wording
      3. Estimate of what will have to be developed
      4. Considering calls for help
      5. Reviewing the recurring duties
  9. Remedies for Licensing Problems
    1. The Government's Administrative Remedies
      1. Withholding payments and terminating
      2. Statutory requirements for resolving disputes
    2. Validation Procedures
      1. Duration of right to challenge
      2. Request for information
      3. Challenge
      4. Final decision
      5. Appeal or suit
    3. Developers' Remedies for Threatened Disclosure-Injunctive Relief
      1. Form of remedy
      2. Purpose of action
      3. District Court actions in non-Scanwell suits
      4. Court of Federal Claims
    4. Remedies In Bid Protest Cases
      1. The Scanwell suit in the District Courts
      2. Bid protest suits in US Court of Federal Claims
      3. Bid protests in the GAO
    5. Software Developers' Remedies For Release
      1. Damages in Court of Federal Claims for breach of contract
      2. Equitable adjustments in the Boards of Contract Appeal
Experts
  • W. Jay DeVecchio
    Senior of Counsel, Washington D.C.
    Jay is a litigator and former Co-Chair of Morrison & Foerster’s Government Contracts and Public Procurement practice, with 46 years’ experience in the field. Clients from the aerospace, technology, and healthcare sectors seek his representation in all facets of government procurement...
Accreditation
See Individual Courses For Available Credits
Certificates of Completion are provided to all seminar participants who attend Federal Publications Seminars courses following the event, upon request.
CPE: Continuing Professional Education
Field of Study: Specialized Knowledge
Delivery Method: Group-Live Classroom
Federal Publications Seminars is affiliated with West Professional Development and is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website: www.nasbaregistry.org.
For more information regarding administrative policies such as refunds, cancellations and complaints, please contact Federal Publications Seminars at 888.494.3696.
CPE Hours
This program is eligible for: 9.5 (CPE) hours of credit
Program Level: Basic
Program Prerequisite: None
Advance Preparation: None
Method: Group-Live
CLP: Continuous Learning Points
Approved for CLP by Defense Acquisition University
Defense Acquisition Workforce members must acquire 80 Continuous Learning Points (CLP) every two years from the date of entry into the acquisition workforce for as long as the member remains in an acquisition position per DoD Instruction 5000.66. We will provide you with documentation of points awarded for completing the event.
CLP Hours
This program is eligible for: 8.0 (CLP) hours of credit
CLE: Continuing Legal Education
States have widely varying regulations regarding MCLE credit. LegalEdcenter is an approved provider in AL, AK, AR, CA, GA, IL, ME, MO, MS, NC, ND, NE, NH, NJ, NM, NV, NY, OH, OK, PA, RI, SC, TN, TX, UT, VA, VI, VT, WA, WI, and WV. Credit may be applied for in other jurisdictions on request and in accordance with state MCLE rules.
Please note that because some states are changing their policy on CLE reporting, you will need to fill out the request for credit from Federal Publications Seminars within 10 business days, or we may not be able to issue credits for the program.
CLE Hours
This program is eligible for: 8.25 (60 minutes), 9.5 (50 minutes)
Travel
No travel information is available at this time
In-House
Bring Federal Publications Seminars to your location! If you would like to offer this course in-house, please contact us.
Schedule Training
Fill out this form and someone from FPS will contact you shortly. You can fill out as much or as little information as you would like. Prefer to talk to us? Call 888.865.9082.
Thank You
You will be contacted shortly.
CMBOK Alignments
Leadership
Character
Collaboration
Competence
Emotional Intelligence
Vision
Management
Business Management
Change Management
Financial Management
Project Management
Risk Management
Supply Chain Management
Guiding Principles
Communication and Documentation
Contract Principles
Regulatory Compliance
Situational Assessment
Skills and Roles
Standards of Conduct
Team Dynamics
Pre-Award
Plan Sales
Plan Solicitation
Prepare Offer
Request Offers
Award
Manage Disagreements
Plan Negotiations
Price or Cost Analysis
Select Source
Post-Award
Administer Contract
Close Out Contract
Ensure Quality
Manage Changes
Manage Subcontracts
Learn
Continuous Learning
Individual Competence
Organizational Capability
Level
  • 100
    Basic or fundamental subject matter is covered. Courses are geared to general knowledge or can be taken as a refresher.
  • 200
    Specific topics or issues within a topic area are covered. Students should be familiar with terms of art and general concepts concerning the course topic.
  • 300
    Workshops and class discussions cover specific subject matter in-depth, and participation is strongly encouraged. Attendees should have at least 2-3 years' experience in the area of study.
  • 400
    Courses build upon students' knowledge and experience, and cover complex issues within the subject matter. Should have 4-5 years' mastery of subject for in-depth analysis.
  • 500
    Masters-level programs designed for professionals with 5+ years' experience. Courses cover in-depth and technical analysis on specific subjects and updates on current issues.