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Am I giving up my IP rights because of this paragraph?
Anonymous4 views4 answers
The understanding between me and the company is that the application I develop will remain my property, however this paragraph in the agreement concerns me. Should it?
11. Ownership of Proprietary Rights:
A. As between Developer and ****CompanyName****, Developer owns the title and Intellectual Property Rights to the Developer Application and any modifications, enhancements, updates and derivative works thereof, provided that Developer grants to ****CompanyName**** the perpetual, royalty-free, irrevocable non-exclusive license to reproduce, create derivative works, incorporate, distribute, display or perform the Developer Application in any and all media or formats, whether now known or hereafter developed, including, but not limited to, as a feature of the ****CompanyName**** Platform
Yes, you are giving up some IP rights, namely you are giving a non-exclusive license to the other party, presumably you get some pecuniary benefit from it.
The non-exclusive license does not preclude you from giving one or more non-exclusive licenses to other willing buyers. The only restriction you will face is that you cannot give an Exclusive license to anyone.
Check with an attorney for the remaining clauses. If your are your own attorney then perhaps you should do it full time. A contract is what will guide your relationship in bad times. Shouldn't you invest in proper review now, instead of crying later?
Yes, you're giving up rights. This is an agreement to essentially share with them whatever you create. You're giving your company a license to forever use and modify as they like whatever you invent and own (and perhaps sub-license it to others --you should ad that they can't), which means they can compete with you in selling it and you can't sue them for infringement.
They're not paying you, apparently, and you can't sell or licenses the IP to anyone else exclusively because your company is a licensee, and that could effectively prevent you from marketing it elsewhere.
Basically this doesn't preclude you from owning and using the IP, but it does limit your exploitation opprtunities.
See an IP lawyer to review the entire contract and negotiate some better language.
Yes, you're giving up rights. This is an agreement to essentially share with them whatever you create. You're giving your company a license to forever use and modify as they like whatever you invent and own (and perhaps sub-license it to others --you should ad that they can't), which means they can compete with you in selling it and you can't sue them for infringement.
They're not paying you, apparently, and you can't sell or licenses the IP to anyone else exclusively because your company is a licensee, and that could effectively prevent you from marketing it elsewhere.
Basically this doesn't preclude you from owning and using the IP, but it does limit your exploitation opprtunities.
See an IP lawyer to review the entire contract and negotiate some better language.
You need to have a more detailed consultation with a lawyer knowledgeable about copyright and software law, to find out if this will or will not create a problem for you.
