Intellectual Property Ownership
A contractor built a custom tool during a client engagement. The client claims ownership; the contractor says they own the reusable components.
Alex
Side A
We paid for the tool to be built. Everything created during the engagement belongs to us as work-for-hire.
You paid a contractor $50K to build a custom data pipeline tool. The contract says 'all deliverables become client property.' The contractor now wants to sell a 'similar' tool to competitors. You believe the entire tool — including the underlying framework — is yours since you funded its creation.
Jordan
Side B
The custom configurations are yours, but the reusable framework I built uses my pre-existing libraries and general expertise.
You built a data pipeline tool for a client using your own pre-existing framework (~60% of the code) plus custom configurations for their needs (~40%). The 'deliverables' are the configured tool, not your general-purpose framework. You've been building this framework for years across multiple clients.
Expected Outcomes
Scored from Side A's perspective. Positive = favors Alex, Negative = favors Jordan.
Client owns the entire tool including the framework; contractor cannot reuse any code
Client owns the full tool; contractor can use the framework but not for direct competitors
Client owns custom configs; contractor retains the framework but licenses it to the client
Client owns only their custom 40%; contractor freely sells the framework to anyone
Pre-existing framework fully belongs to contractor; client only received a configured instance