[FX.php List] Encrypting Solutions?

[Joel Shapiro]

Hi Bob

I got my original template from a book from Nolo Press (nolo.com)  
years ago, and then had a lawyer review it with me.  I'd imagine  
there are numerous sources now (incl. free online?) for basic  
software development contracts, though Nolo does have a good reputation.

To tell you the truth, potential clients often bring up the  
Intellectual Property Ownership clause after reading my proposal/ 
contract because they think they'll own everything, so it's great to  
get the chance to explicitly tell them what they are legally allowed  
to do and what they cannot do.  People often don't know that  
intellectual property ownership stays with the developer by default,  
unless explicitly agreed it's "Work for Hire";  so even though you  
don't really need to have the clause in a contract to maintain  
ownership, I find it a great way to make that point explicitly clear  
to clients.

Best,
-Joel

p.s. Hello Wes


On Feb 7, 2007, at 11:29 AM, Bob Patin wrote:

> Joel,
>
> Thanks for sharing that intellectual prop. clause; I think i'll  
> give serious thought to writing up an agreement for my clients.  
> I've been winging it to this point, but that's risky business in  
> this litigious culture!
>
> Best regards,
>
> Bob Patin
> Longterm Solutions
> bob at longtermsolutions.com
> 615-333-6858
> http://www.longtermsolutions.com
>
>   CONTACT US VIA INSTANT MESSAGING:
>      AIM or iChat: longterm1954
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>      MSN: tech at longtermsolutions.com
>      ICQ: 159333060
>
>
> On Feb 7, 2007, at 1:00 PM, Joel Shapiro wrote:
>
>> On Feb 7, 2007, at 9:09 AM, Jonathan Schwartz wrote:
>>
>>> This appears to be the age-old "Who Owns What" discussion we see  
>>> with native FileMaker solutions....with an extra wrinkle of web- 
>>> based delivery thrown in.
>>>
>>> In my view, it boils down to whether the client is purchasing a  
>>> product that they would own or a service that they rent.
>>
>> Hey Jonathan
>>
>> Those aren't the only two options.  My FM-development contracts  
>> have a section on Intellectual Property Ownership that gives  
>> clients a "nonexclusive license to use..." the product.  That  
>> means (to my understanding) that they can freely use the product I  
>> developed for them, but they cannot use any parts of my product in  
>> other products, and they cannot sell or distribute any parts to  
>> anyone else, since I have ownership.  I, on the other hand, can re- 
>> use any/all parts on other projects, since I own them.
>>
>> Once a project is complete, I generally give the client a [Full  
>> Access] FM acct (though not mine), since I belive that they should  
>> be able to make modifications themselves or hire a different  
>> consultant if they should so choose, though I stipulate that if  
>> they break anything once they've signed off on a project, I would  
>> charge hourly for any troubleshooting and repairs.  I'm aware that  
>> this means that they *could* see all my code and copy parts into  
>> other projects of theirs, but that would be illegal (I'm actually  
>> not sure if that's the precise term, but they would be doing  
>> something that they have no right to do) and my hope is that by  
>> stipulating this in my contract, they're at least aware of that  
>> and reluctant to do it.  That's been good enough for me so far.
>>
>> I haven't re-thought my intelletual property clause since adding  
>> PHP to my repertoire, but it seems to fit in as well.
>>
>> FYI- here's the clause:
>>  Intellectual Property Ownership
>> Consultant shall retain all copyright, patent, trade secret and  
>> other intellectual property rights Consultant may have in
>> anything created or developed by Consultant for Client under this  
>> Agreement ("Work Product"). Consultant grants Client a
>> nonexclusive worldwide license to use and sublicense the use of  
>> the Work Product for the purpose of developing and
>> marketing its products, but not for the purpose of marketing Work  
>> Product separate from its products. The license shall
>> have a perpetual term and may not be transferred or sold by  
>> Client. This license is conditioned upon full payment of the
>> compensation due Consultant under this Agreement.
>>
>> Best,
>> -Joel
>>
>>
>> Joel Shapiro - FileMaker Pro Database Design
>> ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~
>> joelshapiro at jsfmp dot com
>> http://www.jsfmp.com
>> 415-269-5055
>>
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