Proc, INC. hea 86 Fd and therefore violated his right to due pro- cess, In support of that conclusion, Wilson first argues that a requirement of signing the MSR agreement is not listed among the enu- ‘erated conditions for supervised release set forth at ILt. ApwiN. Cope tit 20, § 1610.120, for in the then-relevant statutory sections, Tu, Rey. Star. ch, 38, para. 1008-8-7, para. 1003-$-9 (currently 730 ILCS §/3-3-7 and ~ 9. However, para. 1008-8-7(a) clearly pro- vided the board with the discretion to set conditions on supervised release, and we can- not think of a more reasonable condition of supervised release than requiring the inmate to sign an agreement to abide by the other conditions of supervised release. Wilson is not dissuaded by the language of the statute, He goes on to argue that even if signing the agreement is a condition to su- pervised release, seeking to revoke his super- vised release for failing to sign the agree- ‘ment under the circumstances in this ease is totally arbitrary. He argues that if he had signed the MSR agreement in Missouri, he would have been in immediate violation of the conditions of his supervised release, one fof which was that he could not leave Ilinois without the written permission of his parole officer. It is diffieult to think of a more Indierous reason for declining to sign an ‘MSR agreement, for the board would be ridiculed if it revoked his supervised release because he did something they told him to do (not to mention the fact that you cannot. “leave” THinois if you are eurrently in Mis- souri). Additionally, Tinois law specifically provided that the board could release an inmate to a detainer, ILL. Rev. Star. ch. 38, para. 1008-8-6 (currently 780 ILCS 5/8-8-6), which is exactly what happened here for Wilson was on detainer in Missouri, ‘Thus, Wilson's argument that it was arbitrary to seek to revoke his supervised release for failing to sign the MSR agreement, while in ‘Missouri is unavailing. ‘Wilson should have signed the MSR agree- ment. in Missouri. His failure to do 80 is ‘what caused the revocation of his supervised release, not any unconstitutional eonduct by Kelkholf. See Crenshaw v. Parratt, 698 F.2d 360, 861 (Sth Cir-1988) (holding that there ‘was no constitutional deprivation where in- ‘ZEIDENBERG 1447 47 aCe 1996) ‘ate failed to sign parole agreement). "Thus, the magistrate judge erred in not yranting ‘the motion for judgment as a mattes of law with regard to Kelkhoff Our resolution of this case, vaea‘ing the judgment for Wilson and directing the entry of judgment in favor of the defendants re- quires that we vacate the attorney's fees ordered below. See Mother Goose Vursery Sch, Inc. u. Sendak, 770 F.2d 668, 575 (7th Cir.1985), cert, denied, 474 US. 1:02, 106 S.Ct, 884, 88 L.Ed.2d 919 (1986). Thus, we do not reach Wilson's arguments regarding ‘the magistrate judge's errors relative to his ‘request for fees. Vacaren and ReaanpeD for entry of judg- ‘ment in favor of the defendants. ProCD, INCORPORATED, Plaintiff-Appellant, Matthew ZEIDENBERG and Silken Mountain Web Services, Ine, Defendants-Appellees. No, 96-1139, United States Court of Appeals, Seventh Cireuit. Argued May 28, 1996, Decided June 20, 1996, Producer of computer software brought action against users, alleging claims under Copyright Act, Wisconsin Computer Crimes ‘Act, and Wiseonsin contract and tort law after users downloaded telephone listings stored on software and made listings avail. able on Internet, ‘The United States District Court for the Western District of W seonsin, Barbara B. Crabb, Chief Judge, entered Judgment in favor of users, 908 F.Supp. 640, and users appealed. The Court of Appeals, Easterbrook, Cireuit Judge, held that: (1)1448 shrinkwrap lieense induded with software ‘was binding on buyer under Uniform Com- mercial Code, and (2) enforcement of shrin- Ikwrap license under state law did not create rights equivalent to exclusive rights within general scope of copyright, and was not preempted by Copyright Act. ‘Reversed and remanded, 1. Copyrights and Intellectual Property ‘e107 Computer software shrinkwrap licenses ‘are enforceable unless their terms are objee- tionable on grounds applicable to contracts in general. 2, Contracts 15 In Wisconsin, contract includes only terms on whieh parties have agreed, 3, Statutes 230 ‘To propose change in law's text is not necessarily to propose change in laws effect; new words may be designed to fortify ear- rent rule with more precise text that curtails uncertainty. 4, Sales 22265, 3) ‘Vendor, as master of the offer, may invite acceptance by conduct, and may pro- pose limitations on kind of conduct that con- stitutes acceptance; buyer may accept by performing, acts vendor proposes to trest as acceptance. U.C.C. § 2-204). 5. Sales 69 ‘Shrinkwrap license included with com- pater software was binding on buyer under Uniform Commercial Code; seller proposed contract that buyer could accept by using software after having opportunity to read license at his leisure, and buyer could have prevented formation of contract by returning software. U.C.C. § 2-2040)). 6. Copyrights and Intellectual Property e107 States 18.87 Enforcement of shrinkwrap license in- cluded with computer software under state law did not ereate rights equivalent to exelu- sive rights within general scope of copyright, 86 FEDERAL REPORTER, 34 SERIES and was thus not preempted by Copyright Act. ITUSCA § 3010). 7. Copyrights and Intellectual Property e107 States ©1887 Provision of Copyright Act preempting ‘any rights under state law that are equiva- lent to any of exclusive rights within general scope of copyright does not interfere with private transactions in intelleetual property, ‘and does not prevent states from respecting those transactions, ITUS.C.A.§ 3014). Michael J. Lawton, Kenneth B, Axe, La- throp & Clark, Madison, WI, Thomas N. O'Connor (argued), John 'T. Gutkoski, Tau- ren C. Panora, Hale & Dorr, Boston, MA, for ProCD, Ine. Keith Napolitano, Madison, WI, David A. Austin (argued), Madison, WI, for Matthew Zeidenberg. and Silken Mountain Web Ser- views, Ine ‘June M. Besek, Morton D. Goldberg, Jesse M, Feder, Schwab, Goldberg, Price & Dan- nay, New York City, for Information Indus- try Ass'n, amicus curiae, American Medical Asin, amious curiae and Association of American Publishers, amicus curige, Christopher A. Meyer, Michael R. Kipper, Meyer & Klipper, Washington, DC, for Busi- ness Software Alliance, amicus curize. Barry D. Weiss, Stuart Smith, Ronald Jul- jan Palenski, Gordon & Glickson, Chicago, IL, Kenneth A. Wasch, Mark Nebergall, Software Publishers Ass'n, Inc., Washington, DG, for Software Publishers Ase'n, amicus Mark Alan Lemley, University of Texas School of Law, Austin, TX, Peter M.C. Choy, American Committee for Interoperable Sys- tems, Mountain View, CA, for American Committee for Interoperable Systems, ami- Before COFFEY, FLAUM, and EASTERBROOK, Cireuit Judges. EASTERBROOK, Cireuit Judge. [1] Must buyers. of computer software ‘obey the terms of shrinkwrap licenses? ‘TheProCD, INC. v. ZEIDENBERG 1449 ‘Cea 86 F.3d 1447 (7h Ce. 1996) district court held no, for two reasons: fis, they are not contracts because the licenses are inside the box rather than printed on the ‘outside; second, federal law forbids enforee- ment even ifthe licenses are contracts. 908 F Supp. 640 (W.D.Wis.1996). The parties ‘and numerous amici curiae have ‘briefed many other issues, but these are the only two that matter—and we disagree with the dis- trict judge's conclusion on each. Shrinkwrap licenses are enforeeable unless their terms are objectionable on grounds applicable to contracts in general (for example, if they Violate a rule of positive law, or if they are unconscionable). Beeause no one argues that the terms of the license at issue here are troublesome, we remand with instructions to enter judgment for the plaintiff 1 ProCD, the plaintif, has compiled informa- tion from more than 3,000 telephone directo- ries into a computer database. We may ‘assume that this database cannot be eopy- righted, although it is more complex, eon- tains more information (nine-digit zip codes and census industrial codes), is organized differently, and therefore is more original than the single alphabetical directory at issue jin Feist Publications, Inc. x Rural Tele- phone Service Co, 499 US. 340, 11 S.Ct 1282, 118 LBd.2d 358 (1991), See Paul J. Heald, The Viees of Originality, 1991 Sup.Ct, Rev. 148, 160-68. ProCD sells a version of the database, called SeleetPhone (trade- mark), on CD-ROM dises, (CD-ROM means “compact dise—read only memory.” ‘The “shrinkwrap license" gets its name from ‘the fact that retail software packages are covered in plastic or cellophane “shrinkwrap,” and some vendors, though not, ProCD, have written licenses that become effective as soon as the customer tears the ‘wrapping from the package. Vendors prefer “end user license,” but we use the more ‘common term.) A proprietary method of compressing the data serves as effective en- eryption too. Customers deerypt and use the data with the aid of an application pro- gram that ProCD has written, This pro- gram, which is eopyrighted, searches the da- tabase in response to users’ criteria (euch as “ind all people named Tatum in Tennessee, plus all firms with ‘Door Systems’ in the corporate name”), ‘The resulting lists (oF, as ProCD prefers, “listings”) can be read and manipulated by other software, such as word processing programs. ‘The database in SeleetPhone (trademari) cost more than $10 million to compile and is expensive to keep current. It is much more valuable to some users than to othe-s. ‘The combination of names, addresses, snd SIC codes enables manufacturers to comaile ists of potential customers, Manufaetwers and retailers pay high prices to specializnd infor- mation intermediaries for such mailing lists; ProCD offers a potentially cheaper alterna tive. People with nothing to sell ovuld use the database as a substitute for calling long. distance information, or 9s a way to look up old friends who have moved to inknown towns, or just as an electronic substitute for the local phone book. ProCD devided to engage in price discrimination, selling its da- tabase to the general publie for personal use at a low price (approximately $160 for the set of five discs) while selling information to the trade for a higher price. It has adopted some intermediate strategies too: access to the SelectPhone (trademark) datzbase is available via the America Online sevviee for the price America Online charges to its clients (approximately $3 per hour), but this serviee has heen tailored to be useful only to the general public. If ProCD had to recover all ofits costs and make a profit by charging a single prico— that is, if it could not charge more to eom- ‘mercial users than to the general pablie—it, ‘would have to raise the price substantially over $150. ‘The ensuing reduetion in sales ‘would harm consumers who value the infor- mation at, say, $200. ‘They get consumer surplus of $50 under the current arrange- ‘ment but would cease to buy ifthe price rose substantially. Hf because of high elasticity of demand in the consumer segment of the mar- ket the only way to make a profit turned out to be a price attractive to commercial users ‘alone, then all consumers would lose out— ‘and so would the commercial clients, who ‘would have to pay more for the listings be- ‘cause ProCD eould not obtain any contrioa- tion toward costs from the consumer market.