Programmers Rights?? 5

[Beeps]

Here's a good little pickle that I've gotten in, to sum up:

I used to work for a company last year and developed a Access 2000 database that would track projects in the manner of employee time, budgets reporting and invoicing.

I have since left the company, but they have "hired/contracted" (more in a minute) me to do an upgrade of the system adding a bunch of functionality, user interfaces, reporting etc.

So,I've created and upgraded to a web based timesheet management program using VB.Net/Asp.NET, SQL server and MS Access 2002 (Developer). It was found out that the owner of the company has intent to sell this application/system to other companies without including me when I turn it over.

Here's the funny part, there has been no written contract in any form with no agreeement. I have not been paid at this point, althought the invoice is getting large.

I'm at the stage of turning over the application and was wondering my options?? I was thinking of making the program "undistributable" from the server and client computers that I install it on?? If things turn sour, I think that I'm in my rights to refuse the money, and keep the software to myself.?

I've seen programs like this out on the web, but the reason that this was developed is that none matched the client's business. Would this program that I developed entirely (with no help or funding from the client), be somehow owned by the client now and can he start selling it while cutting me out??

Any thoughts are appriciated, I've got a appointment next week with a lawyer.........

I think

 

[Beeps]

Thanks to everybody for making this an interesting post,

SUnderwood: I'm not sure about your situation, but I had designed 99% of this application on my own time, not the companies paid time. So as directed, the code, for the most part belongs to me. I don't think that this would be the case if I was developing the application on companies paid hours.

As was explained to me, what I ended up developing for the client was the interface and one function that was the directors idea.

The other good thing is that I can sell this independently from the client. Any verisons that I sell can't have the same look and functionality as the one just turned over in regard to the 1% of functionality that was developed on the client's time and money.

I think that I got lucky here because I spent time on my own developing and documenting the code. So when contracted, the project was just modified to the client's needs.

Just to illustrate what is unique and covered under intellecutal property, do a google search on time/cost/resource tracking and you'll find dozens of applications that track time and cost.

btw jtb, I DID get paid.

Thanks again everybody

 

[Triad]

A reminder to all--resist the urge to a little present to the code.... The courts have not been favorable to code that shuts itself off, self-destructs or otherwise stops working.

Companies are also not that friendly to programmers who design code that only they can maintain. (I got a contract once to go in and remove/replace an exit the previous programmer had put in place. He'd raised his consulting rates and made himself difficult to get a hold of--they solved both issues by not hiring him anymore.)

 

[psbsmms]

I have been writting code now since 1994 both as an employee and as a Independant Contractor(IC). I have learned the following lessons:

1. Always get everything in writing that pertains to the program from what the inital project is to what the end result is, including who owns the code. Yes I have even negotiated with employers that I would be able to use the code again, or I don't write the program. Once that hurdle is made, always get changes in writting also. believe it or not the changes and initial project scope is probable more important in the employer/employee relationship, since you usaually have more than one thing to do and they always want to change the scope of the project and then blame you when it is late.

2. When working as a IC get paid just like a builder 1/3 up front, 1/3 1/2 way through and 1/3 at the pre negotiated end.

3. Stop work immediately when payment is late, and request in writting payment and make sure you adjust deadlines in writting for late payments.

4. Walk away from projects where formal contracts are not offered.

 

[KornGeek]

Walk away from projects where formal contracts are not offered.

That is some of the best advice I've seen in a while (and considering the advice on Tek-Tips, that says a lot). Every time I've been sucked into a project that didn't have a written spec at the beginning, I've regretted that. Every single time.

 

[Beeps]

You're right psbsmms, thanks for posting. I'm learning a great deal, and had I had your advice points 1-4 before I started this project, I think that I would have been much better off and saved many headaches.

Going forward, I'm going to be alot more hard nosed regarding commissioning documents.

Funny, they never teach you this kinda stuff in school, or at least not the schools that I've been to, they teach you to write good code, but this part of the business is regrettably ignored.

 

[JTHURT]

I am thinking about creating some applications at home on my own.
What would be the going rates for creating them ?

It is a sports name keeping/keeping track of meets and scores application for approx. 100 kids.

 

[GingerR]

psbsmms or anyone else who's done it--what kind of wording do you use? do you have an 'example' contract or paragraph? i am working on something, about to deploy at my customer's site, and want to address this issue. I really need something official-sounding. i know their lawyer will review it....

thanks--

 

[Kjonnnn]

Let me throw something into this discussion.

Suppose you have written some code/program on your own and it is yours. You then get contracted by a company to write something for them. What they want is something similar to what you've already done, and you could tweak it to make it fit their needs.

Do you try to license your code to them?
If they don't wanna "license" your code, do you start from scratch?
Do you have THEM sign a disclaimer that prevents them from trying to claim that the code you wrote on your own is yours, even though its similar to what you would write for them?

Anybody ran across this scenario? Just curious.

 

[dilettante]

I've had a few contracts with this potential. The problem is that you need to discover the need and develop the software on your own before you meet the (1st) customer. Then you need to build it to be open to customization.

Then you need a good software contract lawyer to come up with a license agreement that protects your rights but is attractive to licensees. This usually requires a "source escrow" provision (in case YOU get hit by a truck, chuck it all and move to Rio, or whatever). You also need to offer some sort of support terms that cover what OSs you'll support as well as bug fixes. When Windows 2008 comes out are you going to guarantee your stuff can run on it?

After you have all of this investment you can try peddling licenses along with customization services.

If you do it the other way though (starting out with a customer that has an interest in having you build something for them) they almost always insist on ownership of the whole thing.

Having something "in the can" and licenseable makes your negotiating position much better. The problem is coming up with something you can sell more than a couple times in the geographic area you can afford to support. Unless you are into fairly large-scale (big-ticket) software, travel costs can make it all prohibitive.

The cost of developing something large scale, speculating on possible future sales... well one guy isn't going to do it alone.

So what it comes down to is that it can be hard to make it as a small software developer unless you find a unique product idea that has mass-market potential. Most smaller mass-market software products have to be priced WELL under $100 to sell.

So I seem to end up peddling services and not the software every time. I think it is a disservice to all involved. If I could resell I could charge less (per customer) for the base development effort. Instead every job is fully custom - every time. This is legally risky. If you are building a certain kind of software widget more than once how do you avoid infringing on Cust#1's software ownership even when you TRY to build a unique version for Cust#2?

Just my own experiences and random thoughts. I'd enjoy hearing about the experiences of others though.