Can a customer claim background IP rights? A company has sent me a contract with the following clauses. Does the following means that they can claim the IP on software I've created on the past, and make use of it? - even in the case we cease the agreement 4. Intellectual property Developer transfers ownership of the intellectual property rights in the New IP to Customer, with the exception of any Background IP. Developer grants a licence to Customer to the Background IP as described in the table below. ---------------------------------------------------- | licence condition | value | ---------------------------------------------------- | Parties | Developer grants to Customer | | Type | expansive licence | ---------------------------------------------------- Expansive license description Background IP: Background IP means the intellectual property rights owned by Developer: prior to the application of the Agreement; or created by Developer outside the scope of the Agreement.
The terms transfer IP rights only for the New IP, meaning that Customer would own the new stuff. Developer will still own their old stuff, but Customer will have the right to use the old stuff, depending on the license terms. If the license is as in your link, then it is forever (but this is a stub, so I assume that the license will be more specific and possibly restrictive). You retain all your rights to old stuff, customer will not pay royalties for the old stuff, and they can transfer or extend the license, or part of the license, to others.
Based on the contract language quoted in the question, and the facts stated there, it would seem that the employee owns the copyright on the software. It would seem that the software was not created &quot;during the course of employment.&quot; However, when the employee offers it to the employer free of charge, the employer may well want to own the copyright and any other related IP. The employer might want the employee to sign an agreement transferring the copyright. Or the employer might simply treat the software as belonging to the employer. Asserting and enforcing the copyright against the employer might be difficult. Insisting on even a token payment would help establish thst the copyright belongs to the employee, or gettign the employer to sign an acknowledgement of the ewmployee's copyright would have a similar, bnt even stronger effect.
Under the First Sale doctrine, when intellectual property is imparted to an actual physical thing, the first commercial buyer of that actual physical thing (that is made with proper intellectual property licensing or permission) is entitled to use it without further intellectual property limitations. As Wikipedia explains at the link: The first-sale doctrine (also sometimes referred to as the &quot;right of first sale&quot; or the &quot;first sale rule&quot;) is an American legal concept that limits the rights of an intellectual property owner to control resale of products embodying its intellectual property. The doctrine enables the distribution chain of copyrighted products, library lending, giving, video rentals and secondary markets for copyrighted works (for example, enabling individuals to sell their legally purchased books or CDs to others). In trademark law, this same doctrine enables reselling of trademarked products after the trademark holder puts the products on the market. In the case of patented products, the doctrine allows resale of patented products without any control from the patent holder. A different analysis applies if the goods when first made were already infringing. But, in practice, the aggrieved IP owner usually sues the primary infringer or an importer of the infringing goods, rather than a retail purchaser, in those case.
"The company you are working for ..." Stop. We're done. An employer owns the IP created by an employee in the course of their employment: the hackathon is in the course of your employment.
What you are missing is that the original copyright holder can give permission to make derivative works with strings attached. There is no automatic right to derive something from a copyrighted work. Those strings could include constraints on what you create in the process of making the derivative work. Yes it is a string limiting what you can do with something you own, but you would have been warned in the license and had the choice to start from scratch. People do create work-alike software with no copyright strings using two teams and a &quot;clean room&quot; design process. It is a lot harder than modifying something another person has developed. Also, law and someone's understanding of morals need not be aligned at all. And, in patent law, just creating something all by yourself from scratch does not give you ownership. If someone else did it first and got a patent you can't make the item you might think you own. IP law is complex and looking for &quot;fundamentals&quot; may not get you anywhere.
The idea for an app is not subject to copyright. Only the artifacts of the app itself (sourcecode, images, texts, sounds, etc.) can be. So if one only copies the idea and creates their own version of all the other assets, then they are not violating copyright. However, in some cases, ideas can be subject to patents. But patents on software are tricky. First of all, only new ideas can be patented. When a supposed new idea was already published before, then that's called &quot;prior art&quot; and you can not patent it. Then getting a patent means a lot of investment in money and time (which is very different from copyright which you get automatically the moment you make something copyright-worthy). So not everything that could theoretically be patented gets patented. And then, many jurisdictions do not recognize software patents at all, and those which do have different limits on what is and is not patentable when it comes to software. This means patents are rarely a concern when copying the app idea of someone else, but not never. And another possible concern is the third pillar of intellectual property: Trademarks. This protects the name of the app. Trademark law oversimplified forbids to create a competing product with a name which might confuse customers. So if you created StevesSuperCoolAppForCoolPeople and I create StevesSuperCoolAppForCoolPeople - Simplified Edition, then I would be violating your trademark, because my product name sounds as if it was your product, when it is in fact an unrelated product with a similar purpose.
Pretty much everything you need to know about the ownership and licensing of your material on Medium is in the Medium TOS you contractually agreed to when you signed up with the service. Basically, you granted Medium a license to use the work, but you did not agree to an exclusive license nor turn over copyright to them. Part of that Terms of Service – Medium Policy reads: Content rights &amp; responsibilities You own the rights to the content you create and post on Medium. By posting content to Medium, you give us a nonexclusive license to publish it on Medium Services, including anything reasonably related to publishing it (like storing, displaying, reformatting, and distributing it). In consideration for Medium granting you access to and use of the Services, you agree that Medium may enable advertising on the Services, including in connection with the display of your content or other information. We may also use your content to promote Medium, including its products and content. We will never sell your content to third parties without your explicit permission. You’re responsible for the content you post. This means you assume all risks related to it, including someone else’s reliance on its accuracy, or claims relating to intellectual property or other legal rights. You’re welcome to post content on Medium that you’ve published elsewhere, as long as you have the rights you need to do so. By posting content to Medium, you represent that doing so doesn’t conflict with any other agreement you’ve made. By posting content you didn’t create to Medium, you are representing that you have the right to do so. For example, you are posting a work that’s in the public domain, used under license (including a free license, such as Creative Commons), or a fair use. We can remove any content you post for any reason. You can delete any of your posts, or your account, anytime. Processing the deletion may take a little time, but we’ll do it as quickly as possible. We may keep backup copies of your deleted post or account on our servers for up to 14 days after you delete it. Pertaining to presenting Medium content in an iFrame on another site, this is reasonably close to not allowing that: You may not do, or try to do, the following: ... (2) access or search the Services by any means other than the currently available, published interfaces (e.g., APIs) that we provide;... You can use Embed Code Generator | Embedly to embed an iFrame of a Medium page on another site. But contacting Medium via the email at the bottom of the TOS would tell you for sure if it is OK. Comments on your pieces on Medium do belong to the owner. And You own the rights to the content you create and post on Medium. appears to cover the idea of copying your material from Medium to your own site. If in doubt, ask them.
This could be a problem if the consultancy agreement contains a provision that assigns to the client any copyright in any code created by the consultant. That is why there should be no such provision. In the absence of such a provision, the consultant owns the copyright in the code, so it would be impossible for the consultant to infringe that copyright. Even so, copyright protects a particular expression of an idea, not the idea itself. The idea of an "analyze data" class containing a "read data" function is not itself subject to copyright protection. It could potentially be patentable as a "process," but it would fail to meet the criterion of novelty. It would also fail to meet the criterion of non-obviousness. On the other hand, a software developer cannot (without permission) copy source code that is protected by copyright simply by changing the names. Changing the names would constitute the creation of a derivative work, and the right to create derivative works is also protected by copyright.