Torque EULA Discussion
by Michael Perry · in General Discussion · 07/18/2010 (8:13 pm) · 154 replies
Hey everyone,
After much discussion, debate, and confusion, we decided to create a thread dedicated to the latest Torque EULA. It now applies to all Torque products, which we introduced it in the July 2010 site update. You can view it here: Torque End User License Agreement.
Please take this time to ask questions, request clarification, express concerns, or anything else you feel is valuable to helping us improve the agreements. We look forward to a productive discussion, and know this thread exists to not only ensure the protection of our products but to make sure your projects are see release as smoothly as possible.
After much discussion, debate, and confusion, we decided to create a thread dedicated to the latest Torque EULA. It now applies to all Torque products, which we introduced it in the July 2010 site update. You can view it here: Torque End User License Agreement.
Please take this time to ask questions, request clarification, express concerns, or anything else you feel is valuable to helping us improve the agreements. We look forward to a productive discussion, and know this thread exists to not only ensure the protection of our products but to make sure your projects are see release as smoothly as possible.
About the author
Programmer.
#22
I really appreciate the work in unifying the EULA. While I have been with GG for a long time and have a HUGE time investment in the engine, this EULA sketchiness has def made me go back and re-read the Unity/UDK/Others EULAs along with punching in numbers. T3d looked great before, now there is a big question mark (and with the new rework does not look nearly as competitive in the SBIR/SSIR space as when I initially chose TGE for a DOE/NSA project back in 2003).
My big suggestion is to be more clear. In the role of engine evaluator, the new license, while easy to read, leaves holes and too much wiggle room ... basically too little perceived security on my end with an open-ended risk of negotiating terms to use the license - not that I'm opposed to negotiation, it just makes me throw T3d in the "more work than it has to be to use the engine" pile for consideration, AFTER I have exhausted the rest. While I understand the need to cater to the hobbiest with easy language, it doesn't help with the perception of T3D as a pro engine to be considered on pro terms. Going with the UDK in this example, although it MAY be more expensive (and, looking at the numbers, I'm not sure about that..), I am very clear on what I am going to pay.
I have no aspirations that TP is trying to scam me in any way, just the opposite, I BELIEVE the intentions are to make it easier for someone to go with T3D for development, I feel it missed the mark by just a bit.
Honestly, are you truly worried about a derivative work of the engine being a competitor? Are you really worried about someone putting out a better world-editor, better tools, more stability? Obviously, it is a worry, otherwise the language wouldn't have re-appeared. Otherwise, what else am I missing here? I remember actually verbalizing 'F*cking awesome' when I read about the non-game restriction being lifted... had a similar, but polarized in the opposite direction, verbalization when I read over the new EULA.
In summary:
If possible, I would like the license re-worked a bit to allow for non-game dev. I loved that t3d went there, it re-invigorated my development in the engine and I thought it was a HUGE step in the right direction.
07/19/2010 (1:15 pm)
My concern for the EULA is the re-tightening of the non-games restriction. I have developed a code-base that is partly intended as AI for crowds within architectural visualizations and crowd movement sims for use in T3D.I really appreciate the work in unifying the EULA. While I have been with GG for a long time and have a HUGE time investment in the engine, this EULA sketchiness has def made me go back and re-read the Unity/UDK/Others EULAs along with punching in numbers. T3d looked great before, now there is a big question mark (and with the new rework does not look nearly as competitive in the SBIR/SSIR space as when I initially chose TGE for a DOE/NSA project back in 2003).
My big suggestion is to be more clear. In the role of engine evaluator, the new license, while easy to read, leaves holes and too much wiggle room ... basically too little perceived security on my end with an open-ended risk of negotiating terms to use the license - not that I'm opposed to negotiation, it just makes me throw T3d in the "more work than it has to be to use the engine" pile for consideration, AFTER I have exhausted the rest. While I understand the need to cater to the hobbiest with easy language, it doesn't help with the perception of T3D as a pro engine to be considered on pro terms. Going with the UDK in this example, although it MAY be more expensive (and, looking at the numbers, I'm not sure about that..), I am very clear on what I am going to pay.
I have no aspirations that TP is trying to scam me in any way, just the opposite, I BELIEVE the intentions are to make it easier for someone to go with T3D for development, I feel it missed the mark by just a bit.
Honestly, are you truly worried about a derivative work of the engine being a competitor? Are you really worried about someone putting out a better world-editor, better tools, more stability? Obviously, it is a worry, otherwise the language wouldn't have re-appeared. Otherwise, what else am I missing here? I remember actually verbalizing 'F*cking awesome' when I read about the non-game restriction being lifted... had a similar, but polarized in the opposite direction, verbalization when I read over the new EULA.
In summary:
If possible, I would like the license re-worked a bit to allow for non-game dev. I loved that t3d went there, it re-invigorated my development in the engine and I thought it was a HUGE step in the right direction.
#23
Disclaimer: the examples here are given in “black & white” to stress the concepts: they are not to be taken literally, they just describe the worst case scenarios which I don’t believe possible because I think InstantAction is a faithful and correct company.
It is nonsense to assume that this EULA could be enforced against any independent studio because that would kill the market and cost a small fortune. I believe that this EULA has been designed to hit and freely get (where legally possible) technologic innovations. Moreover, the confusion created about the Educational Games is subtle. Here’s an example of what could happen: Studio X creates a very good Educational Game targeting children’s sexual education without entering into the EULA Addendum, believing that “a game is a game”. The Studio submits the game to the Education & Training Dept. of the European Commission and gets approved. Suddenly the Studio has a potential multimillion contract with all the Education Departments all over the Europe and let’s say that they actually start getting a few hundreds of thousands Euros to get started in Italy and France. Here comes the catch: in this case there is enough meat for InstantAction to start a legal action, deprive Studio X of the ownership of the EU contract and step in getting it, leaving Studio X only with a small royalty. The alternative solution can be that Studio X can pay InstantAction for breaking the licence, but it’s usually unlikely that a small studio has that kind of money thus the outcome would simply be the loss of ownership. That can happen because of the misconception of Educational Game: in this case the error is evident because the product openly targets the Education Depts. and surely not to entertain the Minister and his staff. The Educational Game has to be seen as a tool targeting the education providers, a tool, an application helping the teachers to deliver content. This in small scale is just a parent buying it for his child thus can lead to confusion, but on a larger scale you can see the difference. This couldn’t happen if for instance Studio X gets a publishing contract with Activision or EA Games for a real game because in that case is a game designed and sold to entertain the end-user, so even in case of a multimillion contract there is no meat for any legal action. I do believe that unless real money comes in, InstantAction wouldn’t really enforce the EULA at all.
The situation is different when a Studio enters into the Addendum. In that case InstantAction can’t do anything, but if Studio X wants to offer the product via InstantAction website they are entitled (US only) to use it to derivate their own product out of it without any royalties being recognized to the authors. This clause automatically forbids the sales in the EU: in such a case Studio X (if is an EU based Studio) can bring InstantAction in a court of law and easily win. I just do not understand why somebody should accept to distribute via their website given the consequences.
There is one more aspect that has to be carefully considered. Not having any public pricelist or price guideline about the cost of entering into an Addendum, makes possible to them to decide on a case by case basis. This might produce many side effects and (as an extreme case of bad faith) allows InstantAction to make impossible the publishing of an application, while they take the idea and produce it on their own. Obviously this is an extreme and very bad case, nonetheless I advice you not to apply for entering into an addendum without having them into a bilateral NDA or, as an alternative solution, you shall never disclose the actual content of the non-game product, keeping the description free of key ideas and technologies. Because the Addendum is also needed for publishing games on Console platforms you need to carefully plan your budget before to apply for XBLA or any other professional gaming platform.
07/19/2010 (1:54 pm)
Well, that was fast :) Here’s the answer I got (translating into English I tried to avoid legal terms to make it more readable).Disclaimer: the examples here are given in “black & white” to stress the concepts: they are not to be taken literally, they just describe the worst case scenarios which I don’t believe possible because I think InstantAction is a faithful and correct company.
It is nonsense to assume that this EULA could be enforced against any independent studio because that would kill the market and cost a small fortune. I believe that this EULA has been designed to hit and freely get (where legally possible) technologic innovations. Moreover, the confusion created about the Educational Games is subtle. Here’s an example of what could happen: Studio X creates a very good Educational Game targeting children’s sexual education without entering into the EULA Addendum, believing that “a game is a game”. The Studio submits the game to the Education & Training Dept. of the European Commission and gets approved. Suddenly the Studio has a potential multimillion contract with all the Education Departments all over the Europe and let’s say that they actually start getting a few hundreds of thousands Euros to get started in Italy and France. Here comes the catch: in this case there is enough meat for InstantAction to start a legal action, deprive Studio X of the ownership of the EU contract and step in getting it, leaving Studio X only with a small royalty. The alternative solution can be that Studio X can pay InstantAction for breaking the licence, but it’s usually unlikely that a small studio has that kind of money thus the outcome would simply be the loss of ownership. That can happen because of the misconception of Educational Game: in this case the error is evident because the product openly targets the Education Depts. and surely not to entertain the Minister and his staff. The Educational Game has to be seen as a tool targeting the education providers, a tool, an application helping the teachers to deliver content. This in small scale is just a parent buying it for his child thus can lead to confusion, but on a larger scale you can see the difference. This couldn’t happen if for instance Studio X gets a publishing contract with Activision or EA Games for a real game because in that case is a game designed and sold to entertain the end-user, so even in case of a multimillion contract there is no meat for any legal action. I do believe that unless real money comes in, InstantAction wouldn’t really enforce the EULA at all.
The situation is different when a Studio enters into the Addendum. In that case InstantAction can’t do anything, but if Studio X wants to offer the product via InstantAction website they are entitled (US only) to use it to derivate their own product out of it without any royalties being recognized to the authors. This clause automatically forbids the sales in the EU: in such a case Studio X (if is an EU based Studio) can bring InstantAction in a court of law and easily win. I just do not understand why somebody should accept to distribute via their website given the consequences.
There is one more aspect that has to be carefully considered. Not having any public pricelist or price guideline about the cost of entering into an Addendum, makes possible to them to decide on a case by case basis. This might produce many side effects and (as an extreme case of bad faith) allows InstantAction to make impossible the publishing of an application, while they take the idea and produce it on their own. Obviously this is an extreme and very bad case, nonetheless I advice you not to apply for entering into an addendum without having them into a bilateral NDA or, as an alternative solution, you shall never disclose the actual content of the non-game product, keeping the description free of key ideas and technologies. Because the Addendum is also needed for publishing games on Console platforms you need to carefully plan your budget before to apply for XBLA or any other professional gaming platform.
#24
If so, is this being done without clear consent of the license holders?
My concern is that eventually a "bad" license could come out that regulates use of TGE/A in such a way as to push my work (MMORPG) into violation. It is a "game", but it is also a conduit for social networking.
07/19/2010 (3:20 pm)
Are EULAs from prior versions of TGE/A being replaced by the new license?If so, is this being done without clear consent of the license holders?
My concern is that eventually a "bad" license could come out that regulates use of TGE/A in such a way as to push my work (MMORPG) into violation. It is a "game", but it is also a conduit for social networking.
#25
07/19/2010 (7:23 pm)
Ken, from what my lawyer has told me, they can not retrospective assign a new EULA to a product you already own. See post #1 for just about everything my lawyer had to say about it. My lawyer is a General Civil Law Attorney. 
#26
07/19/2010 (7:30 pm)
Hey Everyone, just a quick update. I'm waiting on some responses from our legal counsel and I'm about to head on a plane for Casual Connect. I will check in again tonight to either give you the update or to let you know that I haven't heard back from him. I understand that these are big issues for you all.
#27
Some of the EULA English, could be stretched in multiple directions and still have legal ramifications, what change the intended spirit of the EULA. It would be a very messy legal battle. EDIT: messy legal battle in the USA that is.
07/19/2010 (7:41 pm)
Thanks Giuseppe; that is quite the same as what i understand from the new EULA. Some of the EULA English, could be stretched in multiple directions and still have legal ramifications, what change the intended spirit of the EULA. It would be a very messy legal battle. EDIT: messy legal battle in the USA that is.
#28
07/19/2010 (8:03 pm)
I would like to know what the new pricing structure is to remove all references to InstantAction/Torque from our application.
#30
1.9. "Software" includes the source code and executable code provided to You in connection with Your purchase and all associated documentation (if any). The Software also includes any update to the Software that corrects bugs or provides minor feature enhancements. The Software does not include next generation versions of the Software or versions of the Software that include major feature enhancements.
I speak about my product Torque 3D
That the best way to say you will no longer receive an update (just something for the bug)
And with this, just to not be sue in any way for bad business you change your Name, Logo, Eula…
Damit we already pay allot of money for this engine (TSE Eula, TGEA Eula, T3D Eula)
And don’t come to say to me that was the old team because I will be angry, An angry customer it’s not good.
If you want the Indies go out just says so!
If you are in need of money for future development just says so!
Asking big money from Indies or Companies who got a unfinish Game Engine it’s a big task, asking 1000, 800, 500, 300, and the community will be angry at you.
Installing a (low month) and (high year) cumulative paying system update will be probably a better way to obtain more money.
Better than changing the Eula
My two cent from French to English
07/20/2010 (2:06 am)
Part of the new (Eula)1.9. "Software" includes the source code and executable code provided to You in connection with Your purchase and all associated documentation (if any). The Software also includes any update to the Software that corrects bugs or provides minor feature enhancements. The Software does not include next generation versions of the Software or versions of the Software that include major feature enhancements.
I speak about my product Torque 3D
That the best way to say you will no longer receive an update (just something for the bug)
And with this, just to not be sue in any way for bad business you change your Name, Logo, Eula…
Damit we already pay allot of money for this engine (TSE Eula, TGEA Eula, T3D Eula)
And don’t come to say to me that was the old team because I will be angry, An angry customer it’s not good.
If you want the Indies go out just says so!
If you are in need of money for future development just says so!
Asking big money from Indies or Companies who got a unfinish Game Engine it’s a big task, asking 1000, 800, 500, 300, and the community will be angry at you.
Installing a (low month) and (high year) cumulative paying system update will be probably a better way to obtain more money.
Better than changing the Eula
My two cent from French to English
#31
Nevertheless, I wanted to cover some of what I'm reading. Don't consider this the final word, just a start; there is a lot to cover here. I'll go back through and see if I missed any of the larger points through the week and after I speak with our legal rep.
Our lawyer is out of town for the next week so I'm writing this without consulting with him. I can't imagine any lawyer would want me writing about our EULA in such a public forum. I can't think of a case of where I've seen it before. For his sake I'd like to suggest that this post is to give my options of the language. In the end, the EULA has the final say and our lawyer is much more qualified than I to interpret legal language. This post doesn't rewrite that language to any extent.
@Jameson – Thank you for your comments. I think we can meet your suggestion of adding some more detail and clarity. Don’t forget; however, when you compare us with UDK, you only get source code with us. Are we concerned about someone competing with us using our own software? Typically not, but it's not easy to separate the situations that concern us with the situation that doesn't. For example, would I want someone to resell our world editor for $5.00. Heck yea. I actually think that having a more plug-in-able editor would reduce some of this concern and create some better boundaries for extending vs. reusing.
@Caylo -Guaranteeing bug fixes and “naturally assumed related services” isn’t something I’ve ever seen in a EULA before. Maybe you are thinking we should have an SLA of some sort? In that case I’m not sure what we could guarantee exactly. So many updates a year? Some number of bug fixes?
I think that this is an issue of customer satisfaction and simply about treating our customers right -it's not a EULA issue. If we don’t give you perfect software and then don’t provide you with updates, it won’t bode well for our company. Providing and delivering on a strict SLA would likely require a higher cost then we provide with our software. I've delivered on them with prior jobs. Similar SLAs that I’ve seen in the past generally cost upwards of $20,000 a year.
Installing on more than 2 computers. This isn’t something we really asked legal to include per se. I think they saw it as more of a standard. In what cases are you using so many computers? QA? Testing? I’m guessing you don’t develop on more than 2 machines at a time. If we didn’t have this clause and company x has 50 versions installed across their company wouldn’t they be able to claim that one developer is using all 50 copies?
We have offered discounts for studios who make volume purchases –but this isn’t something we do via the web-site.
The intention here is to protect ourselves from others who would repackage our software and compete with us unfairly. This actually does happen –more often in places other than US and EU.
Regarding the Derivative Works clause, it’s really important to include the entire sentence. The sentence that most people are worried about is:
But the full sentence is:
So, if you create a derivative work, say a very small work like a bug fix, and post that bug fix on our web-site, we reserve to take said bug fix and integrate that into our code base. If you don’t want to share it then you have a simple option –don’t post it. There’s nothing in here that prevents you from retaining all rights to your derivative works if you don’t post it. If you want to share your derivative work with someone else, they should own a license as well.
When 2.6 talks about:
“to include in a Game to the extent the Permitted Derivative Work is necessary for the operation of the Game”
We wanted to make sure that we gave you the ability to build a modable game without requiring a tools waiver. The intention wasn’t so much focused on the game vs. non-game discussion.
Regarding 9.5 – I will have to defer an answer on that one until legal returns.
@Steve – I think that if people are being put off by a vague EULA, I’d rather try and make some clear examples in the actual EULA so that it reduces confusion.
@Giuseppe – That’s correct, we don’t forbid the development of non-games and we certainly don’t want to put up unreasonable walls for the indie. We are talking about how we can achieve this goal. Internally, I know that we didn’t plan any additional fees for indies doing non-game work and that additional fees would only be required when special needs are required or if certain revenue limits were hit.
@Chris Given – Regarding about or credits. Good question. One that I would need to discuss with legal and some others. Pricing to remove the branding information is variant. If it's a big game that could really help our brand the cost in marketing loss to us is bigger. So the range here sways quite a lot.
@Nostre - We are the same company. GarageGames and InstantAction merged to create one company that we call InstantAction. Legally we are the same company.
Again...not the end of the discussion...and in some cases I might not be able to answer your questions without talking to our lawyer first.
07/20/2010 (6:55 am)
I'd really like to do dedicate more time to this topic, but being on travel with a handful of meetings to prep combined with two trips across the country over the past three days has me exhausted and out of time for now. Nevertheless, I wanted to cover some of what I'm reading. Don't consider this the final word, just a start; there is a lot to cover here. I'll go back through and see if I missed any of the larger points through the week and after I speak with our legal rep.
Our lawyer is out of town for the next week so I'm writing this without consulting with him. I can't imagine any lawyer would want me writing about our EULA in such a public forum. I can't think of a case of where I've seen it before. For his sake I'd like to suggest that this post is to give my options of the language. In the end, the EULA has the final say and our lawyer is much more qualified than I to interpret legal language. This post doesn't rewrite that language to any extent.
@Jameson – Thank you for your comments. I think we can meet your suggestion of adding some more detail and clarity. Don’t forget; however, when you compare us with UDK, you only get source code with us. Are we concerned about someone competing with us using our own software? Typically not, but it's not easy to separate the situations that concern us with the situation that doesn't. For example, would I want someone to resell our world editor for $5.00. Heck yea. I actually think that having a more plug-in-able editor would reduce some of this concern and create some better boundaries for extending vs. reusing.
@Caylo -Guaranteeing bug fixes and “naturally assumed related services” isn’t something I’ve ever seen in a EULA before. Maybe you are thinking we should have an SLA of some sort? In that case I’m not sure what we could guarantee exactly. So many updates a year? Some number of bug fixes?
I think that this is an issue of customer satisfaction and simply about treating our customers right -it's not a EULA issue. If we don’t give you perfect software and then don’t provide you with updates, it won’t bode well for our company. Providing and delivering on a strict SLA would likely require a higher cost then we provide with our software. I've delivered on them with prior jobs. Similar SLAs that I’ve seen in the past generally cost upwards of $20,000 a year.
Installing on more than 2 computers. This isn’t something we really asked legal to include per se. I think they saw it as more of a standard. In what cases are you using so many computers? QA? Testing? I’m guessing you don’t develop on more than 2 machines at a time. If we didn’t have this clause and company x has 50 versions installed across their company wouldn’t they be able to claim that one developer is using all 50 copies?
Quote:The full studio license is just plain stupid unless your studio have fewer than 10 employee, the added cost
We have offered discounts for studios who make volume purchases –but this isn’t something we do via the web-site.
Quote:Part 2.6 and 2.7 are absurdly convoluted
The intention here is to protect ourselves from others who would repackage our software and compete with us unfairly. This actually does happen –more often in places other than US and EU.
Regarding the Derivative Works clause, it’s really important to include the entire sentence. The sentence that most people are worried about is:
Quote:You will grant InstantAction a worldwide, perpetual, non-exclusive, royalty-free license to use, distribute, and make derivative works from, the Permitted Derivative Work.
But the full sentence is:
Quote:In the event that You post a copy of the Permitted Derivative Work on the Website, You will grant InstantAction a worldwide, perpetual, non-exclusive, royalty-free license to use, distribute, and make derivative works from, the Permitted Derivative Work.
So, if you create a derivative work, say a very small work like a bug fix, and post that bug fix on our web-site, we reserve to take said bug fix and integrate that into our code base. If you don’t want to share it then you have a simple option –don’t post it. There’s nothing in here that prevents you from retaining all rights to your derivative works if you don’t post it. If you want to share your derivative work with someone else, they should own a license as well.
When 2.6 talks about:
“to include in a Game to the extent the Permitted Derivative Work is necessary for the operation of the Game”
We wanted to make sure that we gave you the ability to build a modable game without requiring a tools waiver. The intention wasn’t so much focused on the game vs. non-game discussion.
Regarding 9.5 – I will have to defer an answer on that one until legal returns.
@Steve – I think that if people are being put off by a vague EULA, I’d rather try and make some clear examples in the actual EULA so that it reduces confusion.
@Giuseppe – That’s correct, we don’t forbid the development of non-games and we certainly don’t want to put up unreasonable walls for the indie. We are talking about how we can achieve this goal. Internally, I know that we didn’t plan any additional fees for indies doing non-game work and that additional fees would only be required when special needs are required or if certain revenue limits were hit.
@Chris Given – Regarding about or credits. Good question. One that I would need to discuss with legal and some others. Pricing to remove the branding information is variant. If it's a big game that could really help our brand the cost in marketing loss to us is bigger. So the range here sways quite a lot.
@Nostre - We are the same company. GarageGames and InstantAction merged to create one company that we call InstantAction. Legally we are the same company.
Again...not the end of the discussion...and in some cases I might not be able to answer your questions without talking to our lawyer first.
#32
We are not opposed to paying additional licensing fees if we break X revenue even if we have branding or not we still pay the cost and if we are successful and pay that fee it will probably be enough to cover what would have come in from us being a billboard for torque without making our game have out of place advertisements.
07/20/2010 (7:06 am)
Eric, can you please investigate when you have time about removing branding, this has been a big part of our plan from the beginning no matter how big or small we go.We are not opposed to paying additional licensing fees if we break X revenue even if we have branding or not we still pay the cost and if we are successful and pay that fee it will probably be enough to cover what would have come in from us being a billboard for torque without making our game have out of place advertisements.
#33
Thanks for your time so far Eric.
I am interested to see where all of this 'lands'.
07/20/2010 (7:09 am)
Eric said:Quote:"Our lawyer is out of town for the next week so I'm writing this without consulting with him. I can't imagine any lawyer would want me writing about our EULA in such a public forum. I can't think of a case of where I've seen it before. For his sake I'd like to suggest that this post is to give my options of the language. In the end, the EULA has the final say and our lawyer is much more qualified than I to interpret legal language. This post doesn't rewrite that language to any extent."(I grabbed that quote in effort to help this thread stay on the tracks.)
Thanks for your time so far Eric.
I am interested to see where all of this 'lands'.
#34
What is special about them (the non-game ones)?
There was no mention of such limitation in T3D 1.0.1.
What did change in between ?
07/20/2010 (7:37 am)
Why is the 'non-game' applications treated differently than 'game' applications ?What is special about them (the non-game ones)?
There was no mention of such limitation in T3D 1.0.1.
What did change in between ?
#35
Im not worth over $50,000,000 like InstantAction, yet my lawyer was able to interrupt his weekend and it took him less then two hours to tell me what the EULA English was saying and even compiled case examples to illustrate what parts are actually lawfully stable, and what parts are nothing more then a fancy waste of words. Perhaps InstantAction is not paying their legal department enough( or their programmers, and the people writing the docs...) Seems to take TorquePowered alot of time to do anything.
EDIT: Removal of Off Topic details
07/20/2010 (8:23 am)
Installing on more than 2 computers; I have 3 computers here on my 'farm', the place I have been spending my summers. One on my boat, and several at my cabin in Alaska. Not to mention a fashionable, but scary collection of laptops. All of my computers are securely under my control. I dont want to pack extra baggage as contingency for whatever hobbies may strikes my fancy at whatever location I may find myself. Im not worth over $50,000,000 like InstantAction, yet my lawyer was able to interrupt his weekend and it took him less then two hours to tell me what the EULA English was saying and even compiled case examples to illustrate what parts are actually lawfully stable, and what parts are nothing more then a fancy waste of words. Perhaps InstantAction is not paying their legal department enough( or their programmers, and the people writing the docs...) Seems to take TorquePowered alot of time to do anything.
EDIT: Removal of Off Topic details
#36
Thanks for taking time for answering. Just a note on 2.6 (I had a quick chat with our contract specialist after reading your post): The expression "post a copy of the Permitted Derivative Work on the Website" excludes a post in the Resources or the Forums or any other public place because that kind of "posting" is per se in the Public Domain so doesn't really have a place into a product EULA (the proper place should be the Website's Terms of Service). That generic phrasing in a Product EULA has a wider application so if your interpretation is the one that your lawyer had in mind it's better to eliminate it completely because (a) is technically misplaced and (b) as it is it applies to "the act of posting", which is extensible to posting products in the Website's Shop as well.
Lawyers don't think like developers ;)
07/20/2010 (9:55 am)
@Eric: Thanks for taking time for answering. Just a note on 2.6 (I had a quick chat with our contract specialist after reading your post): The expression "post a copy of the Permitted Derivative Work on the Website" excludes a post in the Resources or the Forums or any other public place because that kind of "posting" is per se in the Public Domain so doesn't really have a place into a product EULA (the proper place should be the Website's Terms of Service). That generic phrasing in a Product EULA has a wider application so if your interpretation is the one that your lawyer had in mind it's better to eliminate it completely because (a) is technically misplaced and (b) as it is it applies to "the act of posting", which is extensible to posting products in the Website's Shop as well.
Lawyers don't think like developers ;)
#37
07/20/2010 (1:33 pm)
I have never thought about this until the EULA discussion, but one of the major points I chose the Torque MMOKit was that I could seperate processes acrossed multiple servers. I can start off with one server, but if need be, put zones over onto another server to balance processing power, and keep spreading the world out. Are servers considered an "installation" of a copy?
#38
It's great that you want those inexpensive tools available, although having the non-game language will definitely discourage that type of development, esp for someone not familiar with the company/community/engine. I see your point on the vagueness and difficulty in distinguishing competitive threats and defining them in language, but the solution may be an issue of looking at the situation from a different angle if your current view gives little clarity.
It is personally disappointing and discouraging the non-game language returned. I consider this a step back, away from where the industry is moving.
Regardless, you don't have to sell me on T3D... there are many, many reasons I am still using it. Really, my comparison above was to illustrate the clarity in the licensing. Google 'udk license', in 2 mins you will know what using this engine will cost you to use and have a solid grip on the terms. There are many approaches Epic takes in addressing their clients that comes off clean and professional, yet takes little maintenance on their end (a big thing, for sure)... the latest engine updates posts are another great example of this. I would consider blatantly ripping off their methods of communicating licensing, and in general the 'voice' they use to talk to their clients. Feels right. Of course, their client base is different than TPs, but in the 'steal share' market you're in, it can't be too far off.
One thing I find really interesting is the discussion of how little the EULA actually can be enforced overseas and how much is actually legal, and how much is just saber-rattling. It has to be a real PITA to make something to cover your ass overseas and not null itself out and still pass (corporate/legal) muster in the US. Yikes. Why anyone would 'retire' from programming to do what you do ;) ...
07/20/2010 (1:47 pm)
Thanks for the reply, Eric. I understand your wariness on discussing the EULA w/o the lawyers involved... all of this is really the side of the business i despise, but must have as much detailed scrutiny paid to as any core code in the engine, a 'bug' in the EULA can be way more harmful in many ways for either party.It's great that you want those inexpensive tools available, although having the non-game language will definitely discourage that type of development, esp for someone not familiar with the company/community/engine. I see your point on the vagueness and difficulty in distinguishing competitive threats and defining them in language, but the solution may be an issue of looking at the situation from a different angle if your current view gives little clarity.
It is personally disappointing and discouraging the non-game language returned. I consider this a step back, away from where the industry is moving.
Regardless, you don't have to sell me on T3D... there are many, many reasons I am still using it. Really, my comparison above was to illustrate the clarity in the licensing. Google 'udk license', in 2 mins you will know what using this engine will cost you to use and have a solid grip on the terms. There are many approaches Epic takes in addressing their clients that comes off clean and professional, yet takes little maintenance on their end (a big thing, for sure)... the latest engine updates posts are another great example of this. I would consider blatantly ripping off their methods of communicating licensing, and in general the 'voice' they use to talk to their clients. Feels right. Of course, their client base is different than TPs, but in the 'steal share' market you're in, it can't be too far off.
One thing I find really interesting is the discussion of how little the EULA actually can be enforced overseas and how much is actually legal, and how much is just saber-rattling. It has to be a real PITA to make something to cover your ass overseas and not null itself out and still pass (corporate/legal) muster in the US. Yikes. Why anyone would 'retire' from programming to do what you do ;) ...
#39
Actually it's fairly simple to make it good in the EU as well (considering Germany and Austria as special countries with their own clauses). I guess that "borrowing" Adobe's or Microsoft's EULAs would be safe enough ;)
07/20/2010 (2:49 pm)
@Jamson:Actually it's fairly simple to make it good in the EU as well (considering Germany and Austria as special countries with their own clauses). I guess that "borrowing" Adobe's or Microsoft's EULAs would be safe enough ;)
#40
http://www.torquepowered.com/community/forums/viewthread/71808/
As Jameson mentioned above, it seems that other companies can produce 'relatively' straightforward EULAs. Granted, some companies are dealing primarily with other large companies and their lawyers work out the details, but it just seems TP could come up with something definitive for Indies.
Though I seldom use TP tools anymore, I do still update them and cruise through the forums here almost daily. Just because I like the community, the conversations, and the tech updates. I don't, though, understand the insistence on vagueness of the TP EULA. As I mentioned in the thread linked above, EULA 'intent' is not the same as the actual verbiage contained in the contract.
Whenever language in a contract has the ability to be construed as having multiple meanings, it begs the possibility of legal arbitration at some point. I might be a minority here, but I like my contracts to have very specific language.
Anyway, if my purchase of a commercial version of a product for the specific ability to not have to do all the links and splash screens would have been maintained in the EULA, and the EULA could have been more specific and less open to interpretation, and the mantra of "You'll have to contact licensing when you have a product to see if additional fees will be required" hadn't been so prevalent, I'd probably still be using TP products as primary tools. And actually doing more game development.
As it was, after purchasing a commercial version for that specific reason the EULA was changed and nullified that single value point, and I really didn't like the idea of creating something with the possibility of being told after the fact that before I could market it I'd have to renegotiate my license.
Didn't post much in the past, and haven't posted here in a long time, but again it's just interesting that this topic continues to be a point of contention. People in general will complain about any number of things, whether they have a valid point or not, but the sheer volume of posts and threads on this topic over the years should show this is something that needs to be addressed. Very similar to all the threads and posts on documentation.
Again, just one man's humble opinion. Back to my corner...
07/20/2010 (5:38 pm)
It's interesting how this topic continues to come up so regularly. I finally moved away from using Torque products as a primary tool a while back because of the (in my opinion) convoluted EULA and the repetitive "You'll have to contact licensing". Reference the thread below from a couple years ago.http://www.torquepowered.com/community/forums/viewthread/71808/
As Jameson mentioned above, it seems that other companies can produce 'relatively' straightforward EULAs. Granted, some companies are dealing primarily with other large companies and their lawyers work out the details, but it just seems TP could come up with something definitive for Indies.
Though I seldom use TP tools anymore, I do still update them and cruise through the forums here almost daily. Just because I like the community, the conversations, and the tech updates. I don't, though, understand the insistence on vagueness of the TP EULA. As I mentioned in the thread linked above, EULA 'intent' is not the same as the actual verbiage contained in the contract.
Whenever language in a contract has the ability to be construed as having multiple meanings, it begs the possibility of legal arbitration at some point. I might be a minority here, but I like my contracts to have very specific language.
Anyway, if my purchase of a commercial version of a product for the specific ability to not have to do all the links and splash screens would have been maintained in the EULA, and the EULA could have been more specific and less open to interpretation, and the mantra of "You'll have to contact licensing when you have a product to see if additional fees will be required" hadn't been so prevalent, I'd probably still be using TP products as primary tools. And actually doing more game development.
As it was, after purchasing a commercial version for that specific reason the EULA was changed and nullified that single value point, and I really didn't like the idea of creating something with the possibility of being told after the fact that before I could market it I'd have to renegotiate my license.
Didn't post much in the past, and haven't posted here in a long time, but again it's just interesting that this topic continues to be a point of contention. People in general will complain about any number of things, whether they have a valid point or not, but the sheer volume of posts and threads on this topic over the years should show this is something that needs to be addressed. Very similar to all the threads and posts on documentation.
Again, just one man's humble opinion. Back to my corner...
Associate Giuseppe De Francesco
DFT Games Ltd
Edit: I've just sent the new EULA to our legal people along with some of the comments made in this thread. I'll post the answer as I get it.