Note: the instructions in this message only apply to CREN members. Please
ignore  this message  with my  apologies  for the  cross-posting if  your
organization is not affiliated with CREN.
 
Since  CREN has  still  not  posted any  instructions  for enlisting  for
maintenance  under  the CREN/L-Soft  agreement  to  any  of the  lists  I
subscribe  to, I  decided  to  make the  necessary  files available  from
[log in to unmask]
 
The file CREN_MNT.PS  contains the agreement that  your organization must
sign and return to L-Soft in order to receive free maintenance until July
1st, 1994, as per CREN's announcement  of 15 Mar 1994. At CREN's request,
language  was added  to  this agreement  stating that  the  terms of  the
CREN/L-Soft agreement take  precedence. This means your  lawyers will not
accept to  review the contract  without a  copy of that  other agreement,
SA9403-2.PS. Note  that you only  need to return  a copy of  the CREN_MNT
contract  to  L-Soft: the  other  agreement  is  just for  your  lawyers'
information.
 
A question that has  already been asked by one member  and that is likely
to become a  FAQ is the apparent conflict between  CREN's announcement on
March 15th, stating that maintenance will be free until July 1st, and the
CREN/L-Soft contract's statement that "CREN  may make any charge upon the
Current Member User as CREN solely elects". I cannot answer this question
as I do not  represent CREN. However I must point  out that L-Soft cannot
accept signed maintenance agreements with  an added statement saying that
CREN will not charge  for this service, or that U of XYZ  will not pay if
CREN charges.  Such changes  are possible only  if CREN  countersigns the
agreement, because this is a transaction not involving L-Soft.
 
In general L-Soft cannot accept  contracts that attempt to invalidate one
of the clauses  in the CREN/L-Soft contract. If the  clause is binding on
CREN or  on both parties,  L-Soft does not have  the power to  accept the
change.  Even if  the  clause is  binding  only on  L-Soft,  it is  still
unlikely that we  will accept to spend  $300 in legal fees  to review the
change. The  contracts are  fairly complex (total  30 pages)  and involve
three parties.  Any lawyer will  tell you  that agreements with  three or
more parties are particularly complex and require larger contributions to
their retirement plans than normal  contracts. We have already spent over
$7k in  legal fees for  this CREN/L-Soft deal and  have to draw  the line
somewhere.
 
If your lawyers  have a problem with the terms  in the CREN/L-Soft master
agreement, the best solution is to  simply delete the statement that says
its terms  take precedence, pursuant to  the statement in section  4 that
says L-Soft  and the member  will execute a "mutually  agreeable software
maintenance agreement"  (mutual = 2 parties).  In other words, we  do not
have  to follow  the  model  imposed by  CREN.  L-Soft  must accept  that
particular form of contract, but can use other types of contracts if that
is  more appropriate.  The only  part  of the  CREN/L-Soft contract  that
L-Soft requires  in order to  accept your  contract is Schedule  D, which
describes the mechanism through which you will receive support via CREN's
helpdesk.
 
I apologize for any inconvenience this three-party reference may cause. I
fought it  until it became clear  that we had a  choice between accepting
it,  or aborting  the deal.  If that  turns out  to be  an insurmountable
problem, we will simply  draft a new contract that does  not refer to the
CREN agreement at all.
 
  Eric