Reply to: Advice on a sticky situtation

[jmo21]

There was some other things mentioned in the revised terms and conditions, like potential employment, and a possible equity share at a later date. I was in a tricky situation financially, so had little choice at the time but to take the deal. If I had known at the time, what my brother was like, i would have just walked away, but eh hindsight is great.

I bet the terms and conditions are meaningless on these 2 points.

Crazy situation to get into, but yes, hindsight is a wonderful thing!

[Lance]

We are fortunate in that the broker is actively marketing our product to his customers, as the rewards are significant for them(potential leads to 5x or 6x as many new customers).

*their* product.
It's not yours.

[SimonMac]

We are fortunate in that the broker is actively marketing our product to his customers, as the rewards are significant for them(potential leads to 5x or 6x as many new customers).

So you are marketing a product that is not yet complete? I am going to go out on a limb and say the contractual relationship with your brokers is as good as the contract you drew up among the 4 of you to start off with.

[rjbshaitan]

If you haven't got a decent sales plan and good salesman, you'll make no money.

Been there, done that. You need active marketing.

We are fortunate in that the broker is actively marketing our product to his customers, as the rewards are significant for them(potential leads to 5x or 6x as many new customers).

[rjbshaitan]

If everything had went fine, and you'd been paid everything on time, you'd have been left with 0% equity and got nothing else. Why would you agree to that?

Something doesn't add up.

There was some other things mentioned in the revised terms and conditions, like potential employment, and a possible equity share at a later date. I was in a tricky situation financially, so had little choice at the time but to take the deal. If I had known at the time, what my brother was like, i would have just walked away, but eh hindsight is great.

[NotAllThere]

...
There is a lot of potential money to come in, as we have partnered with a broker network to offer the software to potentially 100's if not 1000's of end users.

If you haven't got a decent sales plan and good salesman, you'll make no money.

Been there, done that. You need active marketing.

[jmo21]

Thanks guys for all your replies. I just want to clarify a couple of points

- The original verbal agreement was that all 4 of us would get 25% equity in exchange for putting in 2.5k, as i costed the software at 10k, so in effect I was contributing 2.5k into the mix, so had a part of the equity.
- there was never anything in writing, besides the minor terms regarding payment terms and some other things, regarding the IP
- My understanding of copyright is that in nearly all cases, unless can be proven otherwise in writing the author has the ip


There is a lot of potential money to come in, as we have partnered with a broker network to offer the software to potentially 100's if not 1000's of end users. Also end of the day, my brother is just one of four in this partnership, so while he has some sway, it not any less or more than anyone else, so I going to see how the next face to face meeting goes with us all, where we will discuss the situation.

i will let you all know how i get on.

Thanks again

If everything had went fine, and you'd been paid everything on time, you'd have been left with 0% equity and got nothing else. Why would you agree to that?

Something doesn't add up.

[GhostofTarbera]

So you have zero customers lined up


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[BlasterBates]

You can't simply assume you have the IP rights. I would read around the subject, for example if you are employed then the rights reside with the employer in the absence of an agreement. Probably only an IP expert could clarify this.

Intellectual property rights

Your best bet is simply to negotiate a reasonable compromise. If that doesn't work, you can take some legal advice.

[rjbshaitan]

Thanks guys for all your replies. I just want to clarify a couple of points

- The original verbal agreement was that all 4 of us would get 25% equity in exchange for putting in 2.5k, as i costed the software at 10k, so in effect I was contributing 2.5k into the mix, so had a part of the equity.
- there was never anything in writing, besides the minor terms regarding payment terms and some other things, regarding the IP
- My understanding of copyright is that in nearly all cases, unless can be proven otherwise in writing the author has the ip


There is a lot of potential money to come in, as we have partnered with a broker network to offer the software to potentially 100's if not 1000's of end users. Also end of the day, my brother is just one of four in this partnership, so while he has some sway, it not any less or more than anyone else, so I going to see how the next face to face meeting goes with us all, where we will discuss the situation.

i will let you all know how i get on.

Thanks again

[fool]

Whilst I'm usually the first to suggest professional legal advice, I'm not sure it's valid if the OP walks away with nothing (there's nothing to take really, just code with no business).
The brother can shout as much as he wants but we abolished slavery 200 years ago (give or take).
Only if the OP wants to keep the code, or some of the non-existent business, is legal help needed.

Sounds like the OP got paid actually, so I suppose could have some legal liability, but in reality I'd also just walk away without lawyers.

@OP: Sorry, but I don't believe late payment actually breaks / changes the agreement. Fairly sure they own the IP and that's that.

If we wanna talk about legal loopholes, I suppose if you really think the idea is worth boatloads, you can sell it, then build a clean room implementation of the codebase. The second you copy and paste some code, you're in murkey waters. You'd be better deleting what you have up front.

From a more pragmatic point of view, if you can just sell what you have. Let them legally challenge you. If it's really worth what you think it is, you'll have the better lawyers.

[GhostofTarbera]

How many customers are lined up to buy ?


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[cojak]

Whilst I'm usually the first to suggest professional legal advice, I'm not sure it's valid if the OP walks away with nothing (there's nothing to take really, just code with no business).
The brother can shout as much as he wants but we abolished slavery 200 years ago (give or take).
Only if the OP wants to keep the code, or some of the non-existent business, is legal help needed.

Fair enough, but as we’ve seen in other fora, signing anything resembling a legal contract can get you into all sorts of problems if you don’t extricate yourself from them properly.

[Lance]

Walk away legally.

Take advice from a solicitor on how to get out of this mess without your tulip of a brother clinging to you like a leech (I suspect you’ll be surprised how quickly he’ll threaten legal action to try and lock you in to this situation - better a tame dev than one who knows how to write a contract).

Then you can go off and do it again - you’ve written decent software once, you can do it again, and without your brother claiming copyright infringement.

Oh, and don’t bother with family Christmas’s ever again.

Whilst I'm usually the first to suggest professional legal advice, I'm not sure it's valid if the OP walks away with nothing (there's nothing to take really, just code with no business).
The brother can shout as much as he wants but we abolished slavery 200 years ago (give or take).
Only if the OP wants to keep the code, or some of the non-existent business, is legal help needed.

[cojak]

Walk away legally.

Take advice from a solicitor on how to get out of this mess without your tulip of a brother clinging to you like a leech (I suspect you’ll be surprised how quickly he’ll threaten legal action to try and lock you in to this situation - better a tame dev than one who knows how to write a contract).

Then you can go off and do it again - you’ve written decent software once, you can do it again, and without your brother claiming copyright infringement.

Oh, and don’t bother with family Christmas’s ever again.