Technology

Who owns the copyright in software created by your employees?

12/03/21 – In accordance with the Copyright, Designs and Patents Act 1988 where any work “is made by an employee in the course of his employment, his employer is the first owner of any copyright in the work, subject to any agreement to the contrary”.

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Checklist: IT services

Issues to consider when negotiating an IT services agreement include: Is the engagement for the provision of services, or for delivery of specific deliverables?  Or a combination of both? Is it a one-off engagement, or likely to be the first of a series of engagements ? Is the services provider being paid on a time-spent […]

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Checklist: IP assignments

An IP assignment is a transfer by the owner (assignor) of its rights, title and interests in specified intellectual property (IP) to the receiver (assignee).  Under English law an assignment of intellectual property rights must be in writing to be effective. Issues to consider when negotiating an IP assignment include: On what date is (or […]

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Checklist: Trial/POC

Before committing to a purchase and full deployment, a prospective customer may require a trial or ‘proof of concept’ (POC) of the supplier’s technology.  Although a trial will be limited in both duration and scope, many of the implementation, licensing, data processing and liability issues that apply to full deployment will also apply to a […]

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Checklist: SLAs

Issues to consider when negotiating SLAs include: Service levels Are uptime service levels measured monthly, or over a different period?  (A 99.9% uptime service level measured monthly allows for a single outage of approx. 43 minutes; measured quarterly, that increases to more than two hours.) Are out-of-hours outages dealt with in the same way as […]

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Checklist: SaaS

Issues to consider when negotiating a SaaS (Software as a Service) agreement include: How is the customer on-boarded/integrated? What remote or physical access to the customer’s IT systems does the supplier need? Are there any other customer dependencies? What happens if the supplier fails to meet the installation or go-live date? Is there a minimum […]

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UKJT’s Legal Statement on the Status of Cryptoassets and Smart Contracts

04/12/19 – Prompted by a perceived need to provide legal certainty and market confidence in distributed ledger technology (DLT) and smart contracts, the UK Jurisdiction Taskforce (part of the LawTech Delivery Panel) published a Legal Statement on the Status of Cryptoassets and Smart Contracts on 18 November 2019.  The Statement follows on from a consultation launched […]

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Checklist: On-premise software

Licence agreements are key assets for suppliers of on-premise software, and a key part of a potential investor’s or purchaser’s due diligence. Issues to consider include: For how long can the customer use the software?  If not indefinitely, what are the parties required to do at the end of the licence term? For what purpose […]

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Liens and electronic data

In the case of Your Response Ltd v Datateam Business Media Ltd [2014], the Court of Appeal confirmed that, in the absence of an express contractual right to do so, suppliers do not have the right to retain their customers’ electronic data pending payment for their services. Background Datateam and Your Response entered into an […]

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Selling second hand software

It is usual for a perpetual software licence to be sold on the basis that the licence is non-transferable, ie that the purchaser (licensee) cannot resell or otherwise assign the licence to a third party.  And it was previously thought that the EU principle which prevents the owner of an article from controlling the downstream […]

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