We would be happy to help in this effort. A contract term that violates a fundamental public policy is unenforceable to the extent that it is invalid under that policy. As stated in our cover letter, this provision does not accurately reflect the spirit and intent of the Perlman motion. Further we believe that listing the general categories of public policies to be considered would be a helpful guide to the courts. We ask that this provision be modified to either adopt the language of the Perlman motion itself or to otherwise state an equivalent rule.
Libraries often deal with standard forms.
We ask that you spell out the consequences of this provision and limit the ability of licensors to easily change terms after an express agreement has been reached. We are concerned about this provision and the tension it raises with the first-sale doctrine. We strongly believe that licensors should not be able to control the transferability of widely distributed copies of their products except to the extent they can do so under copyright law.