Legal Question in Intellectual Property in Pennsylvania

Contract Law

I have a contract with a firm as an independent contractor. I wrote a training manual that resells to the public. They have renewed my contract for 2007, with the following statement:

''The Company herby grants the Contractor a nonexclusive, non-royalty right for the term of this Agreement to produce, sell and distribute the FlexiSIGN8 training manuals and cd's. In the event the Company incurs cost on behalf of the Contractor to produce and distribute the materials sold by the Contracto, the Contractor agrees to reimburse the Company for said Production and distribution costs''

What does this mean? Can I sell my manual for profit? Do I owe them any of that profit? Do I still own the manual or are they granting me a liscense to sell it?


Asked on 1/06/07, 11:14 am

1 Answer from Attorneys

Gerry Elman Elman Technology Law, P.C.

Re: Contract Law

A public forum such as this cannot be a source for legal advice on specific real-world situations, partly because such situations typically involve factors that are omitted from the question. For example, you say that you are an "independent contractor" but don't give further details, and you don't provide a copy of the contract, which might contain language that would impact on the result. You don't say WHEN the training manual was written, which is important as the law regarding ownership of copyright has changed over the years. Thus, for legal advice, you would need to consult an attorney to whom you would reveal all the background facts and who would advise you confidentially.

However, subject to the foregoing, I would comment that in general, an independent contractor owns the copyright of a work that was recently created, unless the copyright has been transferred by a written "assignment" of ownership at some time.

And, yes, it looks like the communication you received is premised on the assumption that the company owns that copyright. So there is a discrepancy that would be appropriate to resolve if there is a reasonable possibility that some copies of this book are going to be sold by you or under license from you.

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Answered on 1/06/07, 12:15 pm


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