What is shrink wrap license

Shall have the meaning set forth in Section 2. Software Shall have the meaning set forth in Section 2. Spreadsheet Shall mean a spreadsheet, dated and setting forth as of the Closing the following information: a the name, mailing address , and, where available , tax domicile if different from the mailing address and taxpayer identification numbers for each Seller ; b the percentage of Company Capital held by such Seller ; c the portion of the Closing Cash Consideration payable to such Seller pursuant to this Agreement ; d the portion of the Escrow Amount that would be payable to such Seller pursuant to this Agreement assuming that no Escrow Payments are made; e whether any Taxes are required to be withheld by Buyer from such amounts ; and f wire transfer instructions for each Seller.

Standard Form Agreements Shall have the meaning set forth in Section 2. Straddle Period Shall have the meaning set forth in Section 6. Tax Shall mean any net income , corporate , personal income , net wealth capital taxes , capital gains , capital acquisitions , inheritance , deposit interest retention , gift , relevant contracts , alternative minimum , add-on minimum, gross income , gross receipts , sales , use, goods and services , harmonized sales, value added , ad valorem , transfer, franchise , profits , license , withholding including on dividends and deemed dividends , estimated , payroll , employment , social security contributions , governmentally mandated pension plan contributions , excise , severance , stamp , occupation , premium , property , environmental or windfall profit tax , custom duty , import and export taxes , or other tax , or similar governmental assessment or charge , together with any interest or any penalty , addition to tax or additional amount imposed by any Tax Authority.

In modern times we do software digitally. You go to a website, you pay a fee if applicable, and the software begins downloading directly to your computer. But wait! As the download begins, you have to check a little box that follows a very lengthy agreement. This is the end user license agreement that spells out the rules you agree to abide by as it relates to the software. As this type of consumer agreement evolved from the physical to digital world it went from being called a shrink wrap agreement to a click wrap agreement and is now typically called an end user license agreement.

The enforceability of shrink wrap agreements is a topic of some controversy. This is particularly true when we are talking about agreements that have to be opened before they can be seen but are binding as soon as they are opened.

If a consumer cannot read the terms of an agreement, how can they possibly agree to it? There are two opposing sides on the issue. On one hand, the argument goes something like this: some court rulings say that a consumer consents to the terms in a shrink wrap agreement by the act of paying for product, accepting the product, and opening the package.

On the other side, courts say that the consumer could not possibly have consented to the terms of the agreement because they cannot view the terms until the shrink wrap is removed. Although there is no set standard for what products come with a shrink wrap license, there are some common elements found in most products that have a shrink wrap contract.

Shrink wrap agreements are touched, literally or digitally, by nearly every modern consumer. Their use brings up issues of consent and transparency that continue to confuse purchasers and courtrooms.

Knowing a bit more about them may have you at least scanning the fine print before you download your next software purchase. However, other cases have upheld the enforceability of shrinkwrap licenses. Main Page All Pages Community. Random page. Community portal forum. Explore Wikis Community Central. Register Don't have an account?

Shrinkwrap license. Edit source History Talk 0. Definition [ ] Originally, a shrink wrap license referred to any type of license agreement that was visible through the shrink wrapping used to enclose the packaging. Overview [ ] Software vendors developed shrinkwrap licenses in the s for several reasons: To avoid the first sale doctrine , which, as codified in the Copyright Act , [2] generally limits a copyright owner 's ability to restrict use of a copyrighted work once it is sold.