I don't understand why you get so hooked on something when a clarification has already been made. You keep going back to the original mistake and hammering on it, instead of going along with the correction I gave. :thinking:

It is unusual to be paid by somebody to do work and yet maintain complete and exclusive rights rights to your work. The whole point of paying somebody is to acquire something, and not be under the total control of the person you paid. It is almost unheard of for employees, and certainly unusual for e.g. consultants. What would it be worth to you to purchase somebody's time, just to have that person retain full and exclusive control of the work they produce on your dime? The idea is rather preposterous in most situations…

As I haven't gotten the first draft that is something that has not been hashed out. There will be goals of alpha, beta and going live included. I will include a clause allowing them to ask for more time, with a signed notarized response from me allowing it. I am not out to hurt this company, but I am out to watch for my own interests while I provide them with my designs and code.


No. There will be no license transfer.

Any potential buyer could contact me for information on licensing my code if the current company wished to sell them their content. The content of their gaming world, and my designs and code, will remain seperate.

Ah, that makes sense (both points).

<opinion>
Personally, I think you should save yourself a lot of headache and just refuse to work for "possible potential income". The head of a company who isn't willing to risk the wage of a single employee (or contractor) on the success of his next product is definitely not someone you want to be working for. Do yourself a favor and steer clear of this project.
</opinion>

I disagree… It's fairly standard in some businesses to not have up-front payment but have it be contingent on success. In fact, many startups work exactly this way, because in the beginning, there is not necessarily enough money to pay people with in the first place!

That depends entirely on the relationship between the parties. Many companies produce software which is then licenced to other companies, sometimes even developing variants of the software which have been specifically customised to a individual customer's requirements, without actually selling exclusive rights.

I once had someone approach me inquiring about paying me to develop a codebase which they could use to operate a commercial mud. They made it clear that what they wanted was a licence to use the codebase in any manner they wished, and had I agreed to their terms I would almost certainly have created a variant of my current codebase customised to their requirements. Had they demanded exclusive rights then they'd effectively have been asking to buy six years work from me, and the asking price would have been far, far, far higher.

There are other mud developers who also sell licences, such as DikuII ($900 per licence), Rapture ($10K per licence) and DGD ($100K per licence). If they sold exclusive rights rather than just a licence they would only be able to sell a single copy, which obviously wouldn't leave them with much of a business.



Well that's what the licence is for - but there's a big difference between buying the rights to a copy, and buying the copyright. It's much the same with physical property as well; if you buy a book, you're only buying the right to a copy of the copyrighted work. If you bought the copyright as well, the original author would only be able to sell one book!



All of the software I run on my computer (except for my mud) is owned by someone else, and only licenced to me. If I was purchasing exclusive rights to every development tool I used, the price would be…preposterous.

That's funny, I thought we were talking about individuals here…

As for the rest of that comment: they were not offering to pay you to produce new work especially for them. They were offering to pay you to let them use something you already had, i.e. purchase a license. Ergo this is not at all the kind of situation I'm talking about. Sorry if that wasn't clear…

A company can consist of a single individual (in fact that how's many independant contractors operate - as a company of one). As I said, it depends on the relationship between the parties.



Actually, yes, that's exactly what they were doing. They wanted a codebase which fulfilled their specific needs, and were willing to buy a licence if I could develop such a codebase. What I said above was "…had I agreed to their terms I would almost certainly have created a variant of my current codebase customised to their requirements". But they didn't initially know that I already had such a codebase, and it would only have given me a head start - I would still have needed to implement numerous additional features specifically for them.

I cannot fathom how you could possibly say that unless we are understanding the words in different manners. Or maybe you just missed the "especially" part…

Regardless, I hardly even know what we're arguing anymore. This is getting tiresome. Even if I grant every one of your recent points, I maintain that it is still unusual for somebody to hire somebody else and have the person hired retain full rights. Your anecdotal evidence of your experience really is just anecdotal… its particularity is rubbed in by the fact that you would be giving them a derived work of something you already had. :shrug:

They offered to pay me to produce "new work especially for them"; they wanted a codebase with a very specific set of features. They were willing to pay me a fixed fee to develop and licence them such a codebase.



And I maintain that it depends on the relationship between the parties. Is Mabus being hired as part of the company, or as a third-party developer? If the latter, then it doesn't seem at all unusual for him to licence his software.



The fact that "I would almost certainly have created a variant of my current codebase" is irrelevant to the issue, because as I pointed out already, "they didn't initially know that I already had such a codebase, and it would only have given me a head start - I would still have needed to implement numerous additional features specifically for them."

I might also have started again from scratch. It wouldn't have made any difference to them. All they wanted was a codebase with a specific feature set, and a licence to use it.

That statement is not a response to my statement. If x is usual or unusual, it means over the aggregate of all cases, not particular cases or categories of cases.


Oh, sure, the majority of software consultants get hired to produce code for which they maintain all rights! Because that makes a lot of sense for the company hiring the consultants!

*sigh* Okay: I maintain that whether or not it is unusual depends on the relationship between the parties.



I suggest re-reading what you're replying to. If Mabus has not been "hired as part of the company" producing the mud, but is instead "a third-party developer", then it doesn't seem at all unusual for him to license his software.

And yes, that's how it often works in the real world. The specifics obviously depend on the contract between the third-party developer and the publisher, but it is not uncommon for the third-party developer to license their software rather than sell the rights.

OK, fine, I can grant that. But I was talking about the general case, not specifics of one category or the other, so I still don't see why this is on topic…


Indeed. It's 5am, and I haven't slept for a very, very long time. Sorry about that.


All this time, I have been talking about retaining all rights, not just licensing the software, you know.

And also, I'm not saying anything about things being common or uncommon: I was talking about the usual case. Of course it is not uncommon for licenses to be created. In the gaming industry, for instance, very many people license engines or middleware from other people.

Well the advantage of licensing - as opposed to work for hire - is that you do retain all rights (unless your licence explicitly grants exclusive rights). This is apparently what Mabus has in mind, and in my opinion it's neither unreasonable nor unusual.

If they had recruited him as an "in house" developer, and were paying him for his work, then I would agree that it would be unusual.

So… you don't find it unusual to pay a consultant for work, and not have the IP transferred to you?

Are they working as in house development, or as a third party software vendor?

Then the answer is easy.

:)

Doesn't the term "consultant" sort of answer that question? Isn't a consultant 3rd-party by definition?

Actually it is not quite that easy (at least under U.S. law). An employer owns an employee's works, but contractors actually do maintain their rights to what they create unless they explicitly sign away those rights as a "work for hire" agreement. :-) Most of my contracts are work for hire, but I do have a few exceptions where I maintain ownership of certain aspects of the work and the client others.

As I keep saying, it depends on the relationship between the parties - in this case, between the contractor's company, and the company which has ordered the software. As an employee of his (probably one-man) company, the contractor's copyrights would likely belong to his own company (rather than to him personally) by default. If he was developing software "in house" for the other company, then in my experience it would be more usual for his contract to explicitly state that it was a work made for hire - but it would not be unusual for him to also develop independent software, which he then licensed.

Right, so that answers my question ;)

-Syn