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How are multiple licenses to the same software managed?

Washington, DC |

Say I was granted a terminable license to use some software but was not allowed to reverse engineer the software. Now suppose I am granted another license to use the software but without any restriction on reverse engineering.

Does the second license allow me to reverse engineer now?

If not, would terminating the first license be necessary?

Thanks for your answer! The question is mostly just intellectual. I had in mind two standard-form licenses granted in two EULAs (neither mentioning the other) for some software. Sorry I wasn't clear before. Examples of this would be software that I've bought with different accompanying EULAs. If the earlier contract did still apply I would have thought terminating the first license would remove the restriction on reverse engineering.

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Filed under: Intellectual property
Attorney answers 2


Both of your licenses are contracts. Do the terms of the second license contain any provisions for superseding any prior agreements? If not, what were the circumstances that caused you to get a second license? Do those circumstances argue for the second contract superseding the first. Absent some compelling reason, preferably specific contractual language in the second license, that allows you to stop honoring the terms of the first license, you remain bound by those original terms.

It sounds as if you have some intention of reverse engineering the software to use for your own commercial gain. If that is the case, then the consequences of violating the license, or some other intellectual property law could be rather severe. As such, this is one of those cases on which I would recommend consulting with counsel.

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Even with your additional information I'm still unclear on the fact pattern. The following is general information only and not legal advice.

Scenario A
You enter into License Agt #1 to use Software X. You're bound by its terms.
You enter into License Agt #2 to use Software X. You're bound by its terms -- and remain bound by the License #1 terms [unless, as noted by my colleague, License Agt #1 is superseded by License Agt #2].
Because License Agt #1 says you can't reverse engineer Software X and License Agt #2 is silent on the matter, you can't reverse engineer Software X.

Scenario B
You enter into License Agt #1 to use Software X. You're bound by its terms.
You lawfully terminate License Agt #1. You're no longer bound by its terms [though some typically survive].
You enter into License Agt #2 to use Software X. You're bound by its terms -- and remain unbound by the License #1 terms.
Because License Agt #2 is silent on whether you can reverse engineer Software X you can reverse engineer IF doing so is otherwise lawful.