Step-Saver Data Systems, Inc. V. Wyse Technology - Facts

Facts

During the relevant period, Step-Saver Data Systems, Inc. was a value-added reseller marketing 'single-user' computer systems (known at the time as micro-computers). These 'single-user' computer systems consolidated software from multiple vendors into a single package tailored to the needs of various end-users.

In an effort to expand their market opportunities, Step-Saver sought to move to multi-user computer systems. To facilitate this transition, Step-Saver purchased a multi-user operating system from Software Link, Inc (TSL) known as "Multi-Link Advanced". They also purchased computer terminals from Wyse Technology that claimed to be compatible with the Multi-Link Advanced operating system. Combining these two components with computers provided by IBM, Step Saver began selling their new multi-user solution. However, soon after Step-Saver began selling this product, complaints were received by customers claiming that the system was not functioning properly. Step-Saver notified both TSL and Wyse of the complaints, but after a large amount of effort the customers' problems remained largely unresolved.

As a result, 12 of Step-Saver's customers filed lawsuits against them. As producers of key components of Step-Saver's overall product, Step-Saver contended that TSL and Wyse were liable in these suits, arguing that the same implied warranties Step-Saver made to its consumers were also made to Step-Saver by TSL and Wyse. However, TSL argued that the box-top license on the software delivered to Step-Saver was the only valid agreement made between the two companies. Step-Saver challenged this argument, indicating that the box-top license should be non-binding since Step-Saver never explicitly agreed to its terms.

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