Legal advice needed URGENTLY!

Discussion in 'Professional Trading' started by dima777, May 3, 2013.

  1. dima777

    dima777

    Hello!
    I need help in understanding if the following passage from a Contract means that any of my own intellectual proprietary ideas and developments will be considered the property y of the Company – because I develop it at the time of my work there?
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    5. Ownership of Intellectual Property and Work Product

    a) The Consultant acknowledges and agrees that all materials, including but not limited to any and all written material, graphs, diagrams, drawings, software, software packages, data, correspondence and other documents, artwork, photographic images, video or audio materials and/or recordings, in digital form or magnetically or optically encoded materials prepared by the Consultant in relation to the Company operations and/or in the delivery of the Services in all forms of media or data whatsoever whether now known or hereafter devised (the “Work Product(s)”), shall be the sole and exclusive property of The Company. The Consultant hereby grants to the Company throughout the world and in perpetuity, all right, title and interest that the Consultant has or will have in the future, including but not limited to copyright, in and to intellectual property developed by the Consultant hereunder and the Consultant hereby waives any and all moral rights Consultant has or will have in such intellectual Property.
    b) For the certainty of the Parties, the Consultant acknowledges and agrees that the Company shall own exclusively and in perpetuity throughout the world, all right, title and interest existing now or in the future of every kind and character in and to the intellectual property developed pursuant to this Agreement. All such rights shall vest in the Company immediately upon the creation of the intellectual property and the provision of the Services by the Consultant and shall remain vested in the Company in perpetuity whether this Agreement expires in its normal course or is terminated by either party as provided for herein.

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    Any help is SUPREMELY appreciated!

    Dima
     
  2. was it done as part of your contract to facilitate your tasks as they related to:

    "the Company operations and/or in the delivery of the Services "

    then yes... if nothing to do with the company or the job you did while there, more than likely, possibly not...
     
  3. yes
    Ever wondered how comes coca-cola formula is kept so secret?
    the owner protect what is most important.

    Learn to give a LOT of information , so as to satisfy thiefs, robbers and parasites.
    And always keep well secured the key thing.
    :D :D :D
     
  4. dima777

    dima777

    well this is the forex new company but I am creating the forex technical analysis product...they are close but not identical services,,,,,
     
  5. not following...

    are you creating a platform for FX for a company? if so, anything related to that effort belongs to them...

    if you are creating that platform, but then come up with a new indicator that can be used in that platform on your own time? then maybe...
     
  6. dima777

    dima777

    thanks but let me explain...I am developing my own technical analysis service - like online analysis service to help the traders find the best trading opportunities..but these guys are in the news industry of the Forex.....they also produce reports but more forec industry reports....
     
  7. jem

    jem

    when looking at ip rights of employees you have to also look to the state law which governs. (which may lead to an issue as well.)

    Some states are protective of employees IP.

    If you are developing products which may be competitive you better speak with an experienced software / employment attorney.

    That could be huge mess if your private effort becomes successful while you were supposed to be putting your effort into the companies project.

    In short what you are doing might seem far to crafty for most judges (at least here in CA.)

    Also the companies lawyers would come in and say you gave a substandard effort to the company while giving your best effort to your own project.

    What a judge would do about, I can not say. (not enough experience in litigation on this subject.)


    So if you really intend to develop a competing project you better speak with an experienced attorney and consider laying that out in your employment contract.
     
  8. ok, will make it simple... if you use any of the code/ideas/etc... generated or used while under contract to deliver your services or products as directed by them on anything that you will commercialize, the answer is they own it... that is my understanding for developers..

    usually that really means little, because basically around here (NYC at least) developers move from bank to bank every 2-3 years and take many of their ideas with them and implement them...

    so it all depends... best to chat with a real attorney and understand your exposure.
     
  9. good news. I play a lawyer on the internet.

    Of course they own it all. if you started a company, you hire clowns and they make stuff for you. d'uh. they must protect themselves, not you. you are the worker bee...they are the gods.

    first design it all, get all the legal documentation, then lease it to them. and make the lease contract confusing. real confusing.

    do you think you are swimming with goldfish....or SHARKS?!!!!!
     
  10. dima777

    dima777



    thank you very much for your reply...I am in the final stages of creating a very large technical analysis service that will be available on a subscription basis,,,,I can work for this company as a Consultant but I cannot risk giving them the ip to my product.....do you thin this clause suggests this???
     
    #10     May 3, 2013