I have been contacted by a Bob Agency (Silverlink). Don't worry, I've had a call with the end-client so I know it's a genuine role. End client are interested, but Silverlink's terms are the worst I've seen. Have convinced them to change some of their more problematic terms, but the ones I'm having difficulty getting them to remove is:
and
Service Company = My LtdCo, Company = Agency.
It sounds very much like I will be handing over my IP to the agency, which I obviously couldn't agree to. I'm an e-learning developer and LMS consultant, so my IP is important to me. I will be getting the contract reviewed for IR35 purposes, but wondered if anyone had any thoughts on the above clauses at all?
The Service Company hereby assigns all the intellectual property rights and inventions referred to on clause 7.1, whether existing or future, to the Company to the fullest extent permitted by law. Insofar as they do not vest
automatically by law or under this agreement, the Service Company holds legal title in such rights and inventions on trust for the Company.
automatically by law or under this agreement, the Service Company holds legal title in such rights and inventions on trust for the Company.
The Service Company undertakes promptly, at the request and expense of the Company (whether during this agreement or after its termination) to execute such documents and do such acts as may be required by the Company in order to vest in or give the Company the full benefits of such rights and secure the rights referred to in clause 7.1 above and confirms that any Consultant has given written undertakings in the same terms to the Service Company. The Service Company irrevocably appoints the Company to be its attorney or agent in its name and on its behalf to do all such acts and things and to sign all such deeds and documents as may be necessary in order to give the Company the full benefits of this clause 7.
It sounds very much like I will be handing over my IP to the agency, which I obviously couldn't agree to. I'm an e-learning developer and LMS consultant, so my IP is important to me. I will be getting the contract reviewed for IR35 purposes, but wondered if anyone had any thoughts on the above clauses at all?
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