Clause guide
Open Source Software Clause clause: meaning, risks, and what to negotiate
Addresses the use of open source components and related licensing obligations in software or technology deals.
What it means
Open source clauses matter because certain licenses can create obligations around disclosure, attribution, or distribution that affect commercial software use.
Common risks
- • Open source components may create unplanned license obligations.
- • The contract may ban open source too broadly.
- • There may be no visibility into what components are included.
What to check before signing
- • Does the clause permit some open source use?
- • Are certain license types restricted?
- • Must the provider disclose an open source bill of materials?
Negotiation ideas
- • Allow commercially standard open source use.
- • Restrict only high-risk license categories where justified.
- • Require disclosure of material open source components if relevant.
Example clause
“Provider shall not include open source software in the Deliverables in a manner that would require disclosure of Customer proprietary code or impose material licensing obligations on Customer without Customer’s prior written consent.”
Frequently asked questions
Why does an open source software clause matter?
Because some open source licenses can create disclosure or compliance obligations that affect commercial use.
Related clauses
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