Founders Law

This Practice Note introduces blockchain and distributed ledger technology (DLT) and explains terms such as public blockchain, private blockchain and permissioned blockchain. It considers relevant legal issues such as decentralisation, applicable law, transparency and confidentiality, data protection, cybersecurity, competition law, dispute resolution, taxation and governance. It also looks at the legal status of a distributed or decentralised autonomous organisation (DAO) and examines potential legal issues with initial coin offerings (ICOs).

This Practice Note explains what a smart legal contract (or smart contract) is and provides a summary of the Law Commission’s advice to UK government which concluded that the current legal framework in the UK is able to facilitate and support the use of smart legal contracts. It includes a breakdown of the legal principles surrounding the formation, form, formality and interpretation of contracts under UK law, and provides a comparison between the way in which those principles are applied traditionally and the way in which the Law Commission say they could apply to the main types of smart legal contract.

This Practice Note looks at the specific issues relating to warranties and indemnities in software licence agreements. It explores typical warranties such as conformity with specification, freedom from viruses and use of open source software. In addition to warranties, it also considers indemnities, particularly indemnities relating to infringement of third-party intellectual property rights. The Practice Note is produced in partnership with Tom Bohills of Chronos Law and John Benjamin of Duane Morris LLP.

This is a Precedent ‘click-wrap’ software end-user licence agreement (EULA) to be entered into between the supplier of software and a consumer, allowing a consumer to use software subject to various restrictions. It assumes that the software is being sold by a third party (likely through a third party platform or website) and that there will be a separate contract for sale of the software as between that third party and the consumer.

This is a Precedent ‘click-wrap’ software end-user licence agreement (EULA) to be entered into between two businesses in relation to package software. Such a EULA would usually be presented as the licensor’s standard terms and it would be very unusual for there to be any negotiation. As such, this precedent is drafted from the perspective of, and favours, the licensor.