Didnt Hyperion recently win against amiga inc in a similar way?
A company has failed in its attempt to declare itself the owner of software that it paid another company to develop. The High Court has refused to declare that copyright in the software passed to Infection Control Enterprises Ltd (ICEL). A complicated agreement was reached between ICEL and Virrage Industries to develop …
slightly off-topic but: I wonder why we don't have to accept or verify a licence every time that we print a document in the office... isn't the printer going to hold a copy of the document while it prints it (and who knows afterward)? does the right to "see" or "read" something also automatically grants that of printing it? isn't the act of "printing" actually creating another physical copy of it and therefore considered "distribution" in copyright terms??
That you are best served by doing two things up front...
1) Be clear in your intentions and cone to a consensus at the start of work. If you are joining midstream, be prepared to renegotiate *everything*.
2) Don't skimp on the lawyers. While price shouldn't be the deciding factor, spending the right amount up front will save you more money and headaches later on.
Of course there's a third rule, the *golden* rule... 'Never do business with anyone that you don't trust.'
ICE ltd (http://www.infecon.com/) is not a medical practice. They sell products and services aimed at helping their customers to stop the spread of infectious diseases. IMHO It is not rational to believe that they paid for this product to be created for their own internal use as they have no apparent internal need for it. ICE's clear need is for a product to sell to others.
It also seems unreasonable to believe that Virrage (http://www.virrage.com/) did not know how ICE Ltd (their customer) intended to use the product. Especially as the contract that they were picking up included terms that stated that the IP rights would be vested in ICE.
Personally, based on the article, I believe that ICE should have been awarded ownership of the software. In the absence of that and given that Virrage are now selling an infection-control application, ICE appears to have subsidised the creation of a competitor. As this cannot be what they intended, it seems clear to me that a binding contract cannot have been formed. Whatever contract existed does not appear to been a meeting of minds and it seems that there is a lack of equal consideration. In this case, the contract should have been declared void, all rights in the software should be vested in Virrage and ICE should be refunded the development costs.
IMHO (and IANAL), the law is an ass in this case.
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