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<DIV>First, our industry, or at least our part of it, needs to find better Intellectual Property (IP) clauses that we can use. Most of the IP clauses I see today are still written as though you were inventing or developing something tangible, such as a light bulb. These clauses are just not workable with FOSS.</DIV>
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<DIV>I understand you client's desire. But how do you contract for trust?</DIV>
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<DIV>As for "many of the same elements," bear in mind that copyright law, which is barely applicable here, requires only that 15% of the material be changed to establish it as a new work. What constitutes a change is up for grabs.</DIV>
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<DIV>The most useful suggestion I can think of is to say you will not work for a list of identified (in the contract) competitors for a period of a year. Personally, I wouldn't do that anyway unless I requested permission from both companies.<BR> </DIV>
<P><FONT color=#ff007f size=4 face="bookman old style, new york, times, serif"><EM><STRONG>Nancy</STRONG></EM></FONT></P>
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<P><FONT face="arial, helvetica, sans-serif">Injustice anywhere is a threat to justice everywhere. -- Dr. Martin L. King, Jr.</FONT></P>
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<DIV style="FONT-FAMILY: Courier New, monaco, monospace, sans-serif; FONT-SIZE: 10pt"><B><SPAN style="FONT-WEIGHT: bold">From:</SPAN></B> Bob Morse</DIV>
<DIV style="FONT-FAMILY: Courier New, monaco, monospace, sans-serif; FONT-SIZE: 10pt"></FONT><BR>We have a client who is concerned with protecting his new Drupal website we will be developing. He is asking for a clause in the contract that somehow states we will not turn around and sell his site with a new design slapped on top to a competitor. I'm not sure how to separate out, ahead of time, what would be very common elements and what would be unique based on the internal processes of a competing business. <BR><BR>How might I write something that assures the client we won't resell the unique aspects of his web application without also writing something that prevents us from making a website for another company that uses many of the same elements but with the details being unique to that company's internal process and interactions with clients?<BR></DIV></DIV></div></body></html>