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Open-sourcing A 200+ Hour Project - The Story Behind It (fredwu.me)
122 points by mopoke on Aug 17, 2011 | hide | past | web | favorite | 12 comments

No great mystery really - a not-atypical early startup experience. No funding, recruiting talent, promising the pot of gold. Funding never appears - string everyone along as long as possible, become evasive, harsh words are exchanged, recriminations, breakup.

It can go differently but with the average startup virgin running the show, they don't know any better, don't understand how important it is to be totally transparent with what were essentially founding partners.

"The transfer of exclusive rights is not valid unless that transfer is in writing and signed by the owner of the rights conveyed" [1]

Therefore, if no papers were signed, then the developer retains rights to license their work to others.

[1] http://www.bitlaw.com/copyright/license.html

"We have no contracts or any paper signed whatsoever, despite I requesting them repeatedly - hence why I could release the source code at my will."

Either you do have a contract, he owes you money for the work and he owns the IP; or you don't have a contract, he doesn't owe you anything, he hasn't shafted you and you are libelling[1] him. Legally, you can't have it both ways. A contract can exist without there having been any signed paper.

[1] IANAL; maybe you need to have named him or make his name inferable to do that.

IANAL either, but here's my armchair analysis:

1) Independently of whether a contract exists, the developer owns the IP. By failing to pay at the agreed-upon time, (possibly even before that if you have a good lawyer) the entrepreneur is in material breach of any verbal contract that existed and in a material breach situation the developer has no obligation to "perform" (transfer the IP). The developer is of course entitled to a legal remedy, that does not mean he is obligated to seek one--he has apparently chosen the remedy of open-sourcing the software.

2) Absent an in-force contract (see #1), the status of the copyright falls to statute, which says that if no money changed hands (and sometimes even if money changed hands), the developer retains the copyright.

3) Defamation in the US requires the plaintiff to prove the defendant's "actual malice". If the developer is spouting a legal theory that he in fact believes to be true, a belief that would survive a preliminary hearing, he's not being malicious. Lawyers don't get defamation lawsuits for advocating a legal theory. He is probably wise not to name the entrepreneur to avoid a lawsuit, but that does not mean he would be by necessity a libeler.

Hi guys, if the link appears to be down, it's due to Tumblr's connectivity issue. Hopefully it'll get fixed soon.

Nitpick: s/principle/principal/


I was approached and asked to become the then to-be-set-up company’s first employee (yes, an employee, not a technical co-founder).

I think if you were an employee, you should have been paid. If you were brought in to work on spec in the hopes that the company would land some investment, you should have pushed for an ownership stake in the company.

The thing is he wasn't, he was only asked to be an employee. So, the developer still owns all rights to the code in this case.

I think you made a good move by releasing the code and, please, do ask for upfront cash, or don't take the job. Nothing good can come out of not doing so.

I agree completely. Young guys don't realize that if a "businessman" doesn't have enough cash on hand to pay for even basic expenses to start a big fancy business, there's absolutely no chance whatsoever that he has the business acumen to run a company profitably should it against all expectations survive. It's a no-win situation. You either will never get paid or you'll be working for a company run by someone who doesn't know how to run a business beyond talking some sucker into developing product for free.

The OP's comments about how he wasn't some greedy person looking for a fat check shows he's a bit deluded as well. It's not greedy to get paid for the hard work you do that benefits others, and it's a peculiar mental illness in our industry that many claim it is greedy to be paid. It is not only perfectly fine to be paid for your work, it's fine to be paid very well if you are very good, and there is no shame or greed in doing so.

"Just the fact that he chose to shaft me is a strong enough indication that he will not succeed."

Very well put!

To this day I still do not know what the actual investment situation is. It seems to be a sensitive topic whenever I brought it up during our conversations.

Should've suggested him to get funded on AngelList to make it more transparent.

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