gettin’ to know eula:
END-USER LICENSE AGREEMENT
BY Rosemarie Nelson
CHECKLIST 1: BEFORE YOU SIGN
c Enlist an attorney experienced in software contracting.
c Outline key contract terms in the request for proposal (RFP).
c Make sure your attorney understands any technical challenges associated with
c Prioritize issues and areas for leverage in negotiations.
c Identify team member roles and responsibilities.
c Coordinate meetings with decision makers on both sides to clarify issues and
interests related to the contract as early as possible.
CHECKLIST 2: EULA ESSENTIALS
c Service-level agreements, performance standards, and warranties.
c Performance guarantees backing the complete solution as described in the response
to the RFP and in the vendor’s published specifications.
c Payments tied to clear milestones or at-risk provisions.
c Escalation path, including roles and responsibilities.
c System acceptance criteria and related remedies for failed acceptance.
c Intermediate remedies (short of termination) to compensate for vendor failure and
incentivize timely resolution of problems.
c Processes for prioritizing issues (with time frames for response and resolution).
c Specification of payment refunds or withholds if service levels are not met.
c Definition of activities included in maintenance (such as product upgrades,
enhancements, and response to government mandates).
c Confirm useful life of product (that is, long-term maintenance and support).
Copyright Medical Economics, June 25, 2012. For more information on electronic health records and meaningful use, visit