Reselling Siemens NX Licenses under the ECJ judgment of 03 July 2012

Question

Reselling Siemens NX Licenses under the ECJ judgment of 03 July 2012

Ric_M (Mechanical)

(OP)

20 Feb 17 12:45

Hello all,

I am forced to close down my engineering consultancy for good. I am looking right now at the process of selling our assets, of which the licenses of Siemens NX are the most important part.

My Siemens NX distributor hasn't really given me any options to do this, mentioning the License agreement that was signed in order to purchase the licenses.

I have learnt lately that a European Court of Justice ruling in a case between UsedSoft ad Oracle, declared the right of licenses owners to resell the licenses of the software they don't use.

Apparently this ruling would render worthless some of the clauses of the software purchase agreements.

I would like to know if anyone had any experience in enforcing this ruling in order to sell their Siemens NX license WITH the maintenance service (very important).
Or in general, has anyone been able to sell their CAD licenses as they were not using them any more?

Any help or info would be pretty much appreciated.

TheTick (Mechanical) · Answer 1 · 2017-02-20 13:29:38

If you can't sell the license, you can sell the business that owns the license.

MacGyverS2000 (Electrical) · Answer 2 · 2017-02-20 13:41:06

Yeah, this comes down to who/what owns the license. If you personally own it, the legalize gets interesting... if the business owns it, the sell is significantly easier.

Dan - Owner
http://www.Hi-TecDesigns.com

Ric_M (Mechanical) · Answer 3 · 2017-02-20 15:56:42

Thank you for the responses. The license belongs to the business. And selling the business is the option that my distributor has provided, warning me at the same time that it wasn't guaranteed that the operation would be approved by Siemens.

So that is why I wanted to seek alternatives that make the sell of the licenses less messy, and more similar to what would be the sell of any other asset.

MacGyverS2000 (Electrical) · Answer 4 · 2017-02-21 12:18:54

As far as Siemens is concerned, continuity of specific management folk is irrelevant to the license... in other words, ownership of the company itself should make zero difference. It's a Ship of Theseus argument, but it should be completely transparent to anyone outside of the company. Joe calls for support one day, Bob calls for support the next. If Siemens chooses to not support the contract they gladly accepted money for, I would have the company lawyers craft a letter.

Dan - Owner
http://www.Hi-TecDesigns.com

TheTick (Mechanical) · Answer 5 · 2017-02-21 12:53:41

Town of Richfield here in Wisconsin got schooled pretty hard on a matter like this. The town board thought that because there was 100% turnover on the board, they were free to renege on some of the tax deals the town made with local businesses. After a closed door session with the town attorney they came out and mumbled something like "never mind".

3DDave (Aerospace) · Answer 6 · 2017-02-21 21:28:30

The answer is in the contract terms covering the transferability of the license.

You might ask this question on the NX forum. http://www.eng-tips.com/threadminder.cfm?pid=561 along with details of what country you are in so that applicable law might be taken into account.

TheTick (Mechanical) · Answer 7 · 2017-02-21 21:47:15

Instead of selling, form a partnership with the buyer and then leave the partnership.

looslib (Mechanical) · Answer 8 · 2017-02-22 18:00:56

If I remember the contract terms for an NX license, you are only licensing the USE of the software, you have no ownership rights to the software. The only method of 'transferring' a license is to sell the business that owns the license right.

Where I used to work, we had 35 seats of UG2 V18 (at the time) and we switched to Pro/Engineer by corporate decree. We basically had to just stop maintenance on the licenses to decease expenses because we could not sell them. We could transfer them to other divisions within the corporation that were still using NX.

"Wildfires are dangerous, hard to control, and economically catastrophic."

Ben Loosli

Ric_M (Mechanical) · Answer 9 · 2017-02-23 18:21:38

I am aware of the possibility of selling the licenses by selling the company with them. I don't like that option. Imagine you have a motorbike that you want to sell, and Harley Davidson tells you that if you want to sell it, first you have to marry the buyer. That would make the whole process of selling your chopper a bit messier, wouldn't it?

Software companies have been selling their products as "licenses" which is a funny legal name that, as looslib points out, gives you the right to USE the software, but not to transfer it as if it was any other asset.

Well it seems that the ruling of the European Court of Justice in the case of UsedSoft vs Oracle recognized the right of software license owners to sell redundant licenses.

I don't really know how to apply this legal situation to the specifics of the CAD software, where maintenance plays such an important role, and it seems that the CAD vendor has all the power to not give maintenance service to a second-hand user. I've already consulted some IT lawyers, and it seems they have experience with other types of software, and not CAD.
So my question is whether anyone has had any experience in selling CAD software licenses, along with the maintenance in a second-hand type of market.

MacGyverS2000 (Electrical) · Answer 10 · 2017-02-23 18:49:48

A lawyer is the ONLY person who can give you a valid answer... and even then, his answer has a 50/50 chance of being agreed with by a judge. Law is funny that way...

Dan - Owner
http://www.Hi-TecDesigns.com

drawoh (Mechanical) · Answer 11 · 2017-02-23 20:35:42

Ric_M,

Have you contacted Siemens about this?

If someone buys your software license, they need Siemens to be willing to accept payment for continued support, and continue to support them. If Siemens is willing to cooperate with you, you can sell your NX license. Otherwise, the software is worth nothing, especially if running it is regarded as software piracy. The Siemens software is proprietary and copyrighted, and you agreed to the conditions when you opened the package.

Here is an interesting piece linked from Gnu.org. If you purchase proprietary software licenses, you need to understand the nature of your capital investment, as well as how you will retain your data when you decide to stop using the software.

--
JHG

ProEpro (Mechanical) · Answer 12 · 2017-03-14 17:21:38

As everyone else said the easiest option is to sell the company that owns the licenses. There will still be paperwork with Siemens. I tried transferring Pro/E licensee within a company once and even that was a hassle. Do you even have a customer who wants the licenses?

This is why the software companies want to sell subscriptions. Then it is clear you don't own anything.

Henry

JohnRBaker (Mechanical) · Answer 13 · 2017-03-14 18:55:52

Whatever you decide to do, you should keep it legal and within the limitations of your software contract with Siemens PLM as they do take it serious when it comes to protecting their intellectual property, which includes commercial copies of their software, as noted in this item:

https://torrentlawyer.com/2017/03/12/siemens-plm-s...

John R. Baker, P.E. (ret)
EX-Product 'Evangelist'
Irvine, CA
Siemens PLM:
UG/NX Museum:

The secret of life is not finding someone to live with
It's finding someone you can't live without

LionelHutz (Electrical) · Answer 14 · 2017-03-14 20:10:20

At the end of the day, Siemens can chose to do whatever they want until they are forced to do otherwise by a court of law. So, you can't do it unless you are willing to sue Siemens over the issue when they refuse to support the software. That judgement is only useful to the lawyers you hire to force Siemens to co-operate.

Ron (Structural) · Answer 15 · 2017-03-14 22:50:44

I would suggest that you consult an attorney who specializes in intellectual property rights.

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Reselling Siemens NX Licenses under the ECJ judgment of 03 July 2012