Comments on: Software Contracting and Legal Matters /business/software-contracting-and-legal-matters/ sealed abstract class drew {} Sun, 27 Mar 2016 22:51:38 +0000 hourly 1 By: Anonymous /business/software-contracting-and-legal-matters/comment-page-1/#comment-7755 Sun, 11 Nov 2012 17:06:27 +0000 /?p=848#comment-7755 From your contract’s Copyright Clause:

>> Upon completion of the project and receipt of full payment, this project is considered a “work for hire” under U.S. Copyright Law

It turns out that software cannot be considered “work for hire” under US law. The reason is subtle. Contrary to what one may think that the term “work for hire” implies, “work for hire” is actually a legal term defined in the US Copyright Act. The Copyright Act uses a very narrow definition for “work for hire” — a definition that includes only 9 specific types of works and under which software does not qualify. If you use the legal term “work for hire” in your contracts, many sophisticated clients will object, because you are incorrectly designating their work as “work for hire”and that could have damaging effects on their ownership rights. The correct alternative for software works is to use copyright assignment and avoid the words “work for hire” altogether.

See articles below for more info:

By: zach /business/software-contracting-and-legal-matters/comment-page-1/#comment-5375 Mon, 30 May 2011 17:05:53 +0000 /?p=848#comment-5375 Thanks for sharing your life experience. I have seen some of these before, the deadlines clause was an interesting way to cover yourself. I have just started in this legal endeavor myself, so my thoughts may be primitive, but I thought I would submit them anyway.

Mske sure to have a clause similar to this to make payment of invoice clear:
Client shall pay Developer all undisputed portions of the correct and complete invoices for services rendered in accordance with this agreement within fourteen (7) days after receipt of the invoice.

This may be more for the customer, and Im sure you already have it:
The parties acknowledge and agree that Consultant is an independent contractor. This Agreement shall not create the relationship of employer and employee, a partnership, joint venture or other relationship between Customer and Developer. Customer shall have no authority to bind, obligate or commit Developer by any promise or representation without the prior written approval of Developer.

This clause is for worst case scenario, aka – hard drive + backup failure:
Force Majeure. Notwithstanding any other provision of this Agreement, no party to the Agreement shall be deemed in default or breach of this Agreement or liable for any loss or damages or for any delay or failure in performance due to a cause beyond its reasonable control. The parties shall promptly resume performance hereunder after the force majeure event has passed.

By: links for 2011-05-29 – Kevin Burke /business/software-contracting-and-legal-matters/comment-page-1/#comment-5370 Mon, 30 May 2011 00:21:11 +0000 /?p=848#comment-5370 […] Software Contracting and Legal Matters | Sealed Abstract legal stuff to put in software consulting contracts, important to protect yourself […]

By: taylor /business/software-contracting-and-legal-matters/comment-page-1/#comment-5354 Sat, 28 May 2011 14:51:27 +0000 /?p=848#comment-5354 Good tips. The only quibble I have is that “a severability clause” generally means splitting the contract up into pieces, not ending it. The proper term is “a termination clause”.

The other thing to add is a “attorneys fees clause” so if you do have to sue you can collect your attorneys fees as well.