Hi Mike, It is the client's idea, and the developer cannot usurp ownership of that IP.
The client benefits from your experience in writing code quickly and robustly, which comes from having written a lot of code already for other people. Your code snippets are your toolset, and you need to own the right to use your tools so that this client and all others can benefit. The development of your tools is part of your core business, and cannot be sold. You give each client a non-exclusive, perpetual right to use products created/built using those tools. Thus, you maintain ownership of the IP contained INSIDE your code snippets. The client maintains ownership of the IP of their idea/concept/product. They also maintain ownership of their graphics/media/content. You license the client to use your IP within the products that they own. The client owns the finished product. You get to work another day on another job, and take to the next client even more expertise (what attracted this client to choose you instead of someone unskilled). To build cars and other structures, bolts are used. Some bolts are of a special design and carry patents. Use of such bolts within cars and other structures does not require the ownership of the bolt patents. The bolt manufacturer won't restrict your use of their bolts, but they will make more to sell to someone else. Just pay for the bolts, use them and drive your car wherever you like (legally of course :) ) This discussion is common with any job that requires more innovation than just putting a few images together with HTML. Don't give up the right to use your tools mate. Cheers, Martyn ----- Original Message ----- From: Mike Kear To: CF-Talk Sent: Friday, May 12, 2006 7:42 PM Subject: How to write a IP clause I'm sorry if this is somewhat off-topic, but I'm sure others have confronted this situation before and can help me solve it .. I have a client who wants me to develop a web site for him, that is a key part of his business system. In fact I'm sure what he wnats to do is build his business around the web site, and eventually either franchise it or sell it off. Therefor he wants to own all the IP. On the other hand there are interesting elements in the job that I see using later. He's got an interesting approach to using SMS for example that will have application in many other areas of business. I originally submitted my proposal with a clause that says in effect he owns the content and the business plan, I own the code, he gets an irrevocable licence ot the code when the site is launched and the final payment is received. He says he doesnt like that because it means he doesnt own the IP and couldn't on-sell the site or get somone else to work the code on it without my permission. I want to let hm feel free to sell it or do whatever he likes with it, becuase after the site is launched he'll like my work and give me more work as a result or he wont, and the initial build agreement wont make any difference to that. But on the other hand i want to be able to use the work I've done in other sites, as we all do. I have no problem with agreeing not to build similar systems for any of his competitors, but how do you folk handle this problem? Give the client the rights to do what he likes with his own business and his own web site, but at the same time retain your ability to reuse what you've built? For example, if i build a nice bulk email handling module, I want to be able to use it elsewhere or modify it and use it again on other sites. -- Cheers Mike Kear Windsor, NSW, Australia Certified Advanced ColdFusion Developer AFP Webworks http://afpwebworks.com ColdFusion, PHP, ASP, ASP.NET hosting from AUD$15/month ~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~| Message: http://www.houseoffusion.com/lists.cfm/link=i:4:240309 Archives: http://www.houseoffusion.com/cf_lists/threads.cfm/4 Subscription: http://www.houseoffusion.com/lists.cfm/link=s:4 Unsubscribe: http://www.houseoffusion.com/cf_lists/unsubscribe.cfm?user=11502.10531.4 Donations & Support: http://www.houseoffusion.com/tiny.cfm/54
