using consulting experience to create a new product


2

I provided consultancy to a client to develop a product. Its been a couple of years now and I think there is a market to build that product for other clients. My question is how does it work. Is it ok if I use the ideas, use cases and logic that I developed for my first client to build my own product ? Are there any legal implications?

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asked Mar 6 '12 at 07:52
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User16779
11 points
  • You should check your contract with them. What country/state is this in? I doubt there is a problem - but unless you signed a contract assigning all byproducts of the work to them then you should be ok. – Tim J 8 years ago
  • Will you be competing with your former client? Will the people you sell the product to be competing? If so, you are on shaky ground - you might well be sued even if your contract with them is iron clad. Also allegations of using a client's trade secrets wouldn't do much for your future prospects. If you are not competing, then you could ask the client. (Personally I have a clause covering this possibility in consulting contracts - I'm allowed to reuse technology in non-competing projects.) – Mike 8 years ago

3 Answers


2

It's impossible to give you the right advice because you don't say in what country/state/province you're located. Basically, it all depends on the terms of the consulting contract and the local laws.

It is likely that some proprietary and/or private information was shared with you during your gig. The use of that knowledge is governed by the contract and the laws of your locality. There can be a permanent ban on future use for profit or there could be a term for that restriction. Even if the contract didn't specify the terms for intellectual property, there're still local laws about it.

In general, using the information that you learned from a client (not as a result of your own work) to build your own similar product is very unethical. You risk tarnishing your professional reputation if caught.

answered Mar 6 '12 at 09:47
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Dnbrv
1,963 points
  • I don't agree - years later and for consulting work I think this is fine. The person is asking about using secondary artifacts, not the source code or trade secrects. – Tim J 8 years ago
  • @Tim: The OP is asking whether he can use intellectual property (s)he had created for a client ("the ideas, use cases and logic"). NDAs can be limited by time but there also could have been IP re-assignment. – Dnbrv 8 years ago
  • I disagree. Those might be byproducts of the end product the client really wanted. The title is clear - use "consulting experience" - not take code I wrote for someone else and make a product. Typically (in all consulting arenas I have ever been involved with) the "IP" you mention is not the client's IP - it is the consultant's IP. If the consultant was NOT allowed to do this they would quickly become useless and could not make a living for themselves. – Tim J 8 years ago
  • To be clear - in general I agree with you regarding playing it safe, etc, but in this case years have passed and barring some severe restrictions (that the OP certainly is likely to remember) this activity is NOT unethical or in violation on any reasonable contract I have ever agreed to. – Tim J 8 years ago
  • as suggested by people replying to code its not about using code, but what I learnt about the domain. i dont see it being unethical to use to make a product from what you have learnt about business domain. i am not talking about using clients internal business logic or any confidential information, but simply having learnt from the domain, using the knowledge to make a better product. – User16779 8 years ago
  • @Tim: I've added emphasis. I was talking specifically about client's ideas & logic as was stated in the question description (I've made the mistake of answering just the titles before). – Dnbrv 8 years ago
  • @user16779: If you aren't using business logic (as your description made it seem), then the situation is different. However, you still need to check your contracts. – Dnbrv 8 years ago

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Did you have a contract in place with them when you did the initial consulting? That is going to play the largest part - if you agreed to anything specific you'll need to know that. If you haven't signed anything then you are probably ok. Since most IP falls to the creator (programmer) by default.

So if you learned information about a particular domain. Let's say real estate... and you created product X for a client. If you then want to make product Y and sell it in the real estate market based on things you have learned that should be fine. Assuming you are not using any logic, information, or something that is clearly a process or some IP of that client. If it's not something you COULD have learned on your own, or that is common knowledge you should be fine.

Even if you created a product to solve a problem for them, typically by default you would be the owner of the product and they would have the right to use it.

As mentioned, depending on your country, state, things you've signed like: work for hire agreements, confidentiality, NDA etc.

answered Mar 7 '12 at 14:36
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Ryan Doom
5,472 points

-1

It depends on contracts and NDA's you have signed with your customers. As usual something comes from something. Most of products were created basing on former experience. So your case is quite normal.

answered Mar 7 '12 at 21:03
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Activation Cloud
153 points

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