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“Imagine if tomorrow a court overturned the Windows [software] license, and said it was not enforceable. We’d all love that, but Microsoft would collapse, and most of the information companies would collapse,” said Mary Jo Dively, Carnegie Mellon’s general counsel since September 2002. Dively emphasized the importance of codifying software license regulation policies to attendees of last Wednesday’s seminar on the Uniform Computer Information Transactions Act, (UCITA), held in Wean Hall.
She explained that the Act, already enacted in Maryland and Virginia, provides substantive contracting measures dealing with electronic information transactions. It does not apply to transactions that are already regulated, or minimally electronic. Essentially, this Act is an effort by the legal community to see that information companies can draw up contracts that offer them sufficient legal protection, and also to make sure that consumers are not victimized by end user contracts, which are the terms a software buyer agrees to upon installation.
After the seminar, Dively spoke with The Tartan about her role at Carnegie Mellon.
Prior to her position as general counsel, Dively practiced law in the private sector for twenty years. She worked for the law firm Reed Smith where she specialized in electronic information and commerce law.
“I met with the [CMU] search committee and was really quite intrigued with the potential for the position,” said Dively. “I had not thought about leaving private practice before, but this opportunity looked to me like a perfect marriage: the things that I am interested in and good at, and the ability to do them at a school that is the best in the country for this.”
Before hiring Dively in August, the University had received legal counsel from the law firm of DeForest and Koscelnik for nine years. Although the University has now taken on full-time legal counsel, Dively predicts that CMU’s legal budget will go down.
“Theoretically, it always should be less expensive to do things in-house than to hire outside counsel. You have a whole overhead of support that you have to pay for,” said Dively. She explained that the University would still use outside counsel in specialized cases that are outside of her areas of expertise.
“I didn’t want to start with anyone because I wanted to get here and see what the workflow was, so I could figure out what the skill sets were that I needed,” she said.
Dively said that she is currently the sole member of the legal department and intends to hire another lawyer in the next six months.
As part of her new position, Dively is responsible for the review of all sponsored research contracts accepted by the University. Each research grant requires a contract negotiation and approval process, she said.
After the contracted research is complete, the University faces a new round of legal negotiations. Any product or technology that the University wishes to commercialize and license to another company needs a series of contracts and a subsequent legal review. Throughout the process, the University’s legal department must protect its faculty, researchers, students, and endowment against lawsuits.
Another of Dively’s tasks will include work on the libraries’ database software licenses, which the library staff criticize as too restrictive and exploitative.
She has also expressed an interest in teaching.
“I’ve talked with both GSIA and the Heinz School about possibly doing a course,” said Dively, although she cautioned that her initial workload would prevent her from teaching this year or next.
Dively said that her fundamental job is to serve the faculty and the administration.
In an August press release, President Jared Cohon praised Dively’s expertise in information law and acknowledged her as a leader among her peers, expressing his enthusiasm in hiring her.
“From what I’ve seen so far, she’s doing a terrific job. She is very active and takes initiative,” said Sunil Saigal, chair of the Faculty Senate Executive Committee. “But isn’t it too early to tell?”
Dively seems determined to answer that question in a timely fashion.
“I wasn’t in the office all the month of September. I was out, meeting faculty, finding out how best to serve them,” said Dively. “They generally want a quick turnaround time on questions, reasonable comments and advice, and someone who will make deals, not kill them. These are all strong areas for me.”