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  1. #1
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    Does Contract transfer

    I am not the original author of software. I did license the source code from the original author, where I was allowed to customize and fix bugs and redistribute and/or repackage, including re-brand. This contract had 3 year period. I own all my work.

    The original author decided to sell ALL rights, IP, and source to another party. I hadn't anticipated this happening, the original contract didn't cover this or give me any rights to match the bid or even to bid on the ownership purchase.

    I haven't received any official docs that verify transfer of ownership. However, I don't dispute who the owner is.

    The new owner however, is under the impression that the licensing agreement ceased when he purchased the source. I don't think that's true. I believe the contract/agreement I made with original author is still in effect.

    Please help with any advise/thoughts based on legal fact you may know or have experienced.

    TIA

  • #2
    Master Coder felgall's Avatar
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    If you have certain rights for a three year period then the original owner does not posess those rights again in order to grant them exclusively to someone else until such time as your contract ends and the rights revert back to their original owner. The best they could include in the sale contract would be all of the rights that they posess at that time and that contract should have been made subject to those rights already given elsewhere.

    This sounds like the new contract did not take into account the prior contract and that the original owner has in fact produced a contract selling rights that they don't posess to the new owner. The new owner probably has a case against the original owner for not having received all of what they paid for since they didn't get all the rights (since the original owner didn't have all the rights to sell). You will probably get dragged into the middle of it all though since you are the actual owner of the rights that they will be arguing over.

    You are probably best off to get legal advice if you want to retain those rights that you are entitled to. Alternatively it may be simpler for you to just sell the rights back to the original owner so that they can be legitimately passed to the new owner along with the rest of what they purchased.
    Stephen
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  • #3
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    I would strongly recommend seeking the counsol of a qualified legal professional. Contract rights, severability and other items and their legal definitions and requirements vary from state to state and country to country.

    Any information posted here would be pure speculation and if you want to persue these rights I'd advise talking to a professional.

  • #4
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    Quote Originally Posted by felgall View Post
    If you have certain rights for a three year period then the original owner does not posess those rights again in order to grant them exclusively to someone else until such time as your contract ends and the rights revert back to their original owner. The best they could include in the sale contract would be all of the rights that they posess at that time and that contract should have been made subject to those rights already given elsewhere.

    This sounds like the new contract did not take into account the prior contract and that the original owner has in fact produced a contract selling rights that they don't posess to the new owner. The new owner probably has a case against the original owner for not having received all of what they paid for since they didn't get all the rights (since the original owner didn't have all the rights to sell). You will probably get dragged into the middle of it all though since you are the actual owner of the rights that they will be arguing over.

    You are probably best off to get legal advice if you want to retain those rights that you are entitled to. Alternatively it may be simpler for you to just sell the rights back to the original owner so that they can be legitimately passed to the new owner along with the rest of what they purchased.
    Thanks for this insight. This is interesting that the original author may not have sold the contract with the source code. Either way, it probably means the my contact is still active -- maybe with the original author.

    H-101

  • #5
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    Quote Originally Posted by bcarl314 View Post
    I would strongly recommend seeking the counsol of a qualified legal professional. Contract rights, severability and other items and their legal definitions and requirements vary from state to state and country to country.

    Any information posted here would be pure speculation and if you want to persue these rights I'd advise talking to a professional.
    Absolutely! I would never take info gleemed here as legal advise. But, I think its a good place to ask the many freelancers out here their experience. There are many other threads I've read here which go into more details than this.


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