Notice of Intended Court Action

[Safe Collections]

Did the OP include terms and conditions on each invoice? That would also potentially make a lot of difference, as they have paid invoices, they could hardly claim to be unaware of such terms.

T&C's on your invoices are less than useless in the event of any kind of dispute as they are post contractual.

We would agree with Northern & Gentile working without a contract is risky at best, foolhardy at worst.

Any important areas need to be agreed by both parties in writing prior to the start of any engagement. If the OP had a solid contract outlining at what point ownership of the code transferred a majority of the current issues would likely be moot.

[AussieDigger]

You are absolutely right I think on a few fronts.

You do own the intellectual property on your work until final payment is made and that only vests with the client upon completion of the contract.

If this is the agent messing around then definitely go direct to the client. A contract with an agency can be circumvented if the end client, the beneficiary of the services, is refusing to pay. Having said that, an agent cannot refuse to pay you if the client does not pay them - its illegal.

Sounds like you have established a pattern of payment on your invoices and if these line up with the terms of the contract, even if the client has not signed the contract, a contract can be affirmed by way of conduct. That is, if they conduct the arrangement in line with the contract, the contract is deemed more than likely to have been affirmed by them because at no time did they repudiate it. In essence, they have offered consideration in exchange for services.

One thing to make sure of is you have time sheets to support your work and that these were submitted to the client for sign off or that you have evidence that you submitted invoices and these were received and accepted for processing.

You can issue a 'cease and desist' letter to them that they are estopped from using the work products you have provided until payment is made and that the services of a debt collection agency will be engaged to pursue collection of the monies. You really only want to sue for breach of contract, which this clearly is, but you have to show some means of recovery of the outstanding debt and then you advise you will sue to seek a CCJ against them against the contract. Watch how quickly they move when that happens.

You're not obligated to demonstrate you have removed the code from your systems before payment is made either.

[psychocandy]

THe last comment was helpful. I will contact Egos and see where we can get to.

In fairness I asked several times for a contract. BUT they never sent me one. I Sent him a contract in August 2011, that was basically the PCG contract. I asked him to sign it, but he never did....But each month they continued to pay my invoices.

I dont know if the fact that they continued to accept my services after I issued a contract constitutes acceptance of the contract.

The client has said he will call me on Monday...so lets see where I get to.

Wondering whether client didnt sign contract because they had a plan that when it suited them they could let you go and try not to pay the last month.

[Wanderer]

I dont know if the fact that they continued to accept my services after I issued a contract constitutes acceptance of the contract.

In my opinion they have accepted the contract - it doesn't need to be signed.

The client has said he will call me on Monday...so lets see where I get to.

Time to have a hard talk with them. Give them a verbal ultimatum, payment immediately or you will take legal action.

[tractor]

...

Did the OP include terms and conditions on each invoice? That would also potentially make a lot of difference, as they have paid invoices, they could hardly claim to be unaware of such terms.

[cojak]

THe last comment was helpful. I will contact Egos and see where we can get to.

In fairness I asked several times for a contract. BUT they never sent me one. I Sent him a contract in August 2011, that was basically the PCG contract. I asked him to sign it, but he never did....But each month they continued to pay my invoices.

I dont know if the fact that they continued to accept my services after I issued a contract constitutes acceptance of the contract.

The client has said he will call me on Monday...so lets see where I get to.

That's much better than a verbal contract, I did that with my current contract. It puts a completely different slant on it, roger will have much more to work with.

[tractor]

...

THe last comment was helpful. I will contact Egos and see where we can get to.

In fairness I asked several times for a contract. BUT they never sent me one. I Sent him a contract in August 2011, that was basically the PCG contract. I asked him to sign it, but he never did....But each month they continued to pay my invoices.

I dont know if the fact that they continued to accept my services after I issued a contract constitutes acceptance of the contract.

The client has said he will call me on Monday...so lets see where I get to.

If you issued them with a contract even after the start date AND they continued to pay, I think that suffices - providing that you can prove that they received it. You still need to take legal advice though. Depending upon how much revenue is outstanding there are a range of actions you can take starting with Small Claims if <£5k

[NetContractor]

THe last comment was helpful. I will contact Egos and see where we can get to.

In fairness I asked several times for a contract. BUT they never sent me one. I Sent him a contract in August 2011, that was basically the PCG contract. I asked him to sign it, but he never did....But each month they continued to pay my invoices.

I dont know if the fact that they continued to accept my services after I issued a contract constitutes acceptance of the contract.

The client has said he will call me on Monday...so lets see where I get to.

[cojak]

Your verbal contract was:

"We will pay NC 15 days on receipt of invoice."

And that was it.

Speak to Roger Sinclair of Egos, I'm sure he'll tell you if it was dumb or not.

[northernladuk]

Yes, I'm afraid it is. But I'm guessing you're going to have to find that out for yourself the hard way. It's up to you if you want to take them to court, but you may just as easily find them stating that your "verbal contract" that doesn't exist allowed them to withhold any final payment unless they were 100% happy, which they're not. You didn't agree to that? - try proving it. Good luck.

Agreed. How can it not be dumb. It covers you forma whole host of issues not just being paid on time and as you will see it will make any action a lot easier to defend or prove. It also shows a level of professionalism as well.

[Gentile]

...working without a contract is NOT dumb. ...

Yes, I'm afraid it is. But I'm guessing you're going to have to find that out for yourself the hard way. It's up to you if you want to take them to court, but you may just as easily find them stating that your "verbal contract" that doesn't exist allowed them to withhold any final payment unless they were 100% happy, which they're not. You didn't agree to that? - try proving it. Good luck.

[NetContractor]

I'm still not worried about the no written contract issue. By virtue of the fact that they continued to accept my work for 11 months, and pay my invoices on time the verbal contract is in place.

working without a contract is NOT dumb. I always knew the notice period would be short. Basically we deployed to client on Monday, Tuesday I got told this is your last day on the project. I think what it boiled down to is I was more expensive than the only guy they kept on, albeit that he had no experience with thetechnology which is why he then continued to struggle with performance issues that they are now blaming on me.

I was not binned in any regard. In fact they asked me to then go to London to quote for another piece of work (which we could not agree on timescales and caused the relationship to go sour)

I am basically writting them a letter to send on Monday. AND a letter to their client where the software was deployed. To them I am informing them of an intention to sue them. THey accepted my invoice and never reported any concern until the invoice was past due 2 weeks later. I even have an email stating that my timesheet was approved by the project manager.

I am also going to write their client and inform them that I am retracting all licences for use of the software which is still owned by me due to lack of being paid for it.

I think this was probably the wrong place to come for legal advice, but I wanted to think outloud.

Cheers

[northernladuk]

Am hoping you see why contracting without a contract is a pretty dumb thing to do now? Do you have anything in writing at all that details you relationship to your client however insignificant at all? Something that might define whether you were just writing code for them or were delivering a solution to them?

Also the 4 hour notice thing sounds a bit exceptional. Had you reached a natural point in the work or have you been binned ? Got to be some reason.

[NetContractor]

Looking for some advice.

I started a project for a client last July. We never signed a contract, but month after month my invoices where paid on 15 day terms. At the end of June they gave me 4 hours notice that it was my last day. I submitted my final invoice, and waited 15 days. No payment. THis is the first of 11 months of invoicing where there has been an issue.
Upon requesting payment I got told...
1. We are unconvinced that all source code has been delivered.
2. We require you to delete all applications belonging to us.
To which I replied...
1. All source code is in source control.
2. I own my code until it is paid in full, at which time I will gladly delete all copies.

They keep coming back with unreasonable demands. The latest is that they want me to send them the physical device (server) where I store the backup of the source code for them to inspect. It is looking like they are not paying...without a fight.

I now want to threaten them with legal action. I also want to write to their client and instruct them to stop using the software because it is not paid for.

Can I do that? I have already informed my client on several occassions that I retain copyright until the software is paid for.

Anyone got a good template for intended court action?

Thanks.