I am in the process to send a service agreement to my clients. I am stating that Intellectual Property related to all promotional material created while in the service agreement by my company will be owned by the Consultant instead of the client. Examples of these are:
Basically, I am charging my clients for an ongoing service, I am providing graphics/arts in order to provide this service. I am trying to avoid a client engaging in my service for 2 months so that they can stay with all art/graphics and IP behind our marketing experience.
Does this make sense? Is this a good way of protecting my IP?
If the client stops the payment, then I collect the arts, and stop my service. At least in theory it sounds good. What do you think?
This is what I got from another service contract. As an example:
All rights, titles and interests inUPDATE:
and to the programs, systems, data,
reports, audio and video materials, databases, or other
materials used or
produced by Consultant in the performance of the Services called
this Agreement, including any modifications, enhancements, or
works thereof, shall remain or become the property of Consultant.
I just noticed that is not understood that the client is not hiring us to make art. They are paying us to help them with their customer service. In order for us to do this, we will need some art-work. Is not required that we make it, but is encourage. We will be fine for them to make their art-work somewhere else, but if they don't we will eat that cost.
It sounds like you need two different agreements (or at least separate sections of the agreement), one for the artwork and another for the ongoing service. To state it simply, they must buy the artwork for its real value regardless of how long they use the service. You could give terms for paying for the artwork but those terms would not be related to whether or not they continued to pay for the service.
Well it is not an absurd question. Under US law, without a contract, a consultant does own the IP they create, and the client gets a license to that IP
When you sign a contract with a consultant, the consultant can ask to retain certain developer "stock" or "background technology" that is re-used with multiple clients.
http://www.nolo.com/legal-encyclopedia/software-application-development-agreements-copyright-29584.html You would need to have a story about what the developer stock is, which is generic non-business-specific components. You generally want the customer to feel that you are in no way claiming rights to anything they thought of, or anything you invented specific to their problem.
Please get an attorney
I am not an attorney and this is not legal advice