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Alex J.
Alex J., Solicitor
Category: Property Law
Satisfied Customers: 3671
Experience:  Two years conveyancing experience.
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We have a small business and have had a bespoke database built

Customer Question

We have a small business and have had a bespoke database built for us by our IT guy with software called filemaker.

The database has been built through our ideas and his technical knowledge. We have paid him by the hour for building it. He is constantly making changes on it for us.

We are thinking about marketing it and selling it to other companies, i just wanted to confirm that we own the database and it is ours to sell?

What kind of a contract do we need with our IT guy over the database?
Submitted: 3 years ago.
Category: Property Law
Expert:  Alex J. replied 3 years ago.
Hi,

Thank you for your question and welcome.

My name is AJ and I will assist you.

Does the data base only comprise data belonging to the company?

Did your IT worker do the work during his working hours and at the office? Was building the data base in his job description?

Kind regards

AJ
Customer: replied 3 years ago.

Hi AJ,


 


He is a contractor, He has carried out the work both at the office and from home, he invoiced us for all work carried out.


 


Yes all the data in the DB belongs to the company.


 


Thanks,


Chloe.

Expert:  Alex J. replied 3 years ago.
Hi,

Thank you.

On the basis that he was commissioned to do this work in the course of his contract, then it is implied that as the commissioner you are the owner of the data base in copyright.

The contract should say that the contractor acknowledges that he has been commissioned to do the work concerned and that you as commissioner own all rights in any intellectual property created by him during the engagement of his services. Any rights that do not automatically subsist in your company he will do all actions to unconditionally assign the rights to you with full title guarantee. If he is unable to assign the rights then he will execute any documents required to give you an exclusive unconditional and irrevocable worldwide licence to use the intellectual property for any purpose you see fit.

What you need to avoid is him doing any work that is not within the scope of his instruction and he could argue he is not paid for. Try to get a regular program in place whereby all completed work is uploaded to your company server. and where possible get him to do as much of the work as possible on your computers and at your office.

I look forward to hearing from you.

Kind regards

AJ