I would like to start a discussion here regarding what constitutes “final work product” when delivering a course. Do you deliver the Captivate files, or just the exported courses? Do you consider any of your work proprietary? Thoughts?
I work for a company who purchases the software and provides the business needs. In this case it is all proprietary to the company.
Good insight on consulting work and concerns.
We only deliver the exported courses.
Source captivate files are kept in a repository.
Yes, our work is proprietary and rights protected.
I’d like to know why you are doing this – it piqued my interest.
Thanks very much for the reply. I’d like to continue this discussion if you are willing to share more information. To answer your question on why I am blogging about this, here is the answer: I want to retain my captivate files and only deliver exported courses. Currently I’m feeling protective of my work practices because I have developed a unique way of building courses. I’m using Javascript, Google Analytics and other unique techniques. I am signing complex contracts with clients. 1. I can’t afford to find myself in a situation where someone claims they own the right to my techniques and attempts to keep me from using these with other clients. 2. Paying for a course is one thing, which in my opinion does not give anyone the right to own my techniques, which I have developed over 30 years of web developing and design.
Do you have a written agreement with clients regarding source vs. final output?
Thanks,
Brian
Hello Brian,
I’m both a developer and a client in two different environments.
In both cases, the client only expects the published or exported courses. But waht if it’s not the case?
As a vendor/contractor you reserve the right to specify ownership of specific elements. The hard part is you have to do this at the beginning of negotiations. But almost all clients understand that they do not have rights to your development techniques and methods.
For those who expect ownership of the source codes, you know that it can be for villainous reasons like reverse engineering or credit. In legitimate cases, I understand it is the client’s protection from other users. This is a complex one. In one case I encountered, the client partners with another company whom they permit to use their Captivate based eLearning courses. The partner, audaciously asked if they can just have the source files for free so that they can brand it and customize it to fit their needs. This behavior is unprofessional and naive, no? I run away from these – they’re not worth the trouble.
So prepare your contract with a section that stipulates what you own. I strongly advise a good lawyer in your area. It’s for your protection, avoid legal tangles, headaches and sleepless nights.
Thanks for the feedback. Just in case anyone is interested in looking into this further, I’m pasting a section from a contract I have that covers this. I think it is good gives source code to the developer and out (work product) to the client. This came from a client and I’ll be using it as a basis to continue exploring this:
22. COPYRIGHT/OWNERSHIP OF MATERIALS.
Copyrights. By virtue of the compensation paid by the Department for services rendered by the Contractor and its employees or agents under this Agreement, Contractor acknowledges that adequate compensation will have been paid for any Work Product produced or created by Contractor as a result of this Agreement. To the extent that the such Work Product would not be considered works made for hire under applicable law, Contractor hereby assigns to the Department, the entire right, title, and interest in and to copyrights in all Work Product and all works based upon, derived from, or incorporating the Work Product; all copyright applications, registrations, extensions, or renewals relating to all Work Product and all works based upon, derived from, or incorporating the Work Product; and all moral rights or similar rights with respect to the Work Product throughout the world. To the extent that Contractor cannot make any of the assignments required by this section, Contractor hereby grants to the State a perpetual, irrevocable, royalty-free license to use, modify, copy, publish, display, perform, transfer, distribute, sell, and create derivative works of the Work Product and all works based upon, derived from, or incorporating the Work Product by all means and methods and in any format now known or invented in the future. The State may assign and license its rights under this license. “Work Product” means the tangible or intangible results of the services performed under this Agreement, whether finished or unfinished, including drafts, that includes, but is not limited to, documents, text, software (including source code), research, reports, proposals, specifications, plans, notes, studies, data, images, photographs, negatives, pictures, drawings, designs, models, surveys, maps, materials, ideas, concepts, know-how, information, and any other results of the services performed under this Agreement. Work Product does not include any material that was developed prior to the Effective Date that is used, without modification, in the performance of this Agreement. To the extent required by Department, Contractor shall place a notice of Depattment’s copyright on any or all materials produced under this Agreement.
Exclusive Property of the Department. Except to the extent specifically provided elsewhere in this Contract, all Department records, documents, text, software (including source code), research, reports, proposals, specifications, plans, notes, studies, data, images, photographs, negatives, pictures, drawings, designs, models, surveys, maps, materials, ideas, concepts, know-how, and infonnation provided by or on behalf of the Department to Contractor are the exclusive property of the Department (collectively, “Department Materials”). Contractor shall not use, willingly allow, cause or permit Work Product or Department Materials to be used for any purpose other than the performance of Contractor’s obligations in this Agreement without the prior written consent of the Department. Upon termination of this Agreement for any reason, Contractor shall provide all Work Product and Department Materials to the Department in a form and manner as directed by the Department.
Exclusive Property of Contractor. Contractor retains the exclusive rights, title, and ownership to any and all pre-existing materials owned or licensed to Contractor including, but not limited to, all pre-existing software, licensed products, associated source code, machine code, text images, audio and/or video, and third-party materials, delivered by Contractor under the Agreement, whether incorporated in a deliverable or necessary to use a deliverable (collectively, “Contractor Property”).
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