Liability & Legality

**maromero** · 01:05 AM

What to do when a client hires for a project (with signed NDA), that is delivered and does not pay 50% final?

Recently I was hired by a British company ("Visual Creativity Ltd" 3rd Floor 14 Hanover street , London W1S 1WH United Kingdom - TVA GB 129346888) through my website, they requested the development of two characters for holographic projections to be used in the upcoming European tour of "Guns N' Roses".

After delivering the work done under a tight delivery time, the client requests additional unforeseen changes on original quotation.

Once that I explain that the work must full pay first and that changes will be quoted separate, the client cuts off all communication failing to pay the remaining 50% of his original order.

I have written several times without response.

what I can do so they do not steal my work, and the client makes the 3D presentation of my work although he has not paid?

What options available have a freelancer to defend his work, and not be scammed?

Marco Romero
(Removed)

**vultren** · 09-23-2012, 08:54 PM

1. Sue
2. It's a NDA - NON DISCLOSURE AGREEMENT! This is NOT a CONTRACT!
3. Don't use Freelancer.com

**maromero** · 09-24-2012, 10:08 AM

I wrote this post in search of a solution, hear about similar experiences, and share with others the existence of such cases.

**maromero** · 09-24-2012, 11:08 AM

Thanks to Mr. Christian Gorny (Characters Engage Linkedin group) I know now the website: http://www.own-it.org/

Christian, thank you very much!

**maromero** · 09-24-2012, 11:28 AM

Own-it — Intellectual Property Advice for the creative sector.
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**chrishirst** · 09-24-2012, 12:47 PM

Quote:

Recently I was hired by a British company ("Visual Creativity Ltd" 3rd Floor 14 Hanover street , London W1S 1WH United Kingdom - TVA GB 129346888) through my website, they requested the development of two characters for holographic projections to be used in the upcoming European tour of "Guns N' Roses".

So every chance you have just broken the NDA by posting that publicly then!!

By the way, in cases of non-payment, it is much better to consult a lawyer NOT a public discussion board.

**maromero** · 09-24-2012, 01:31 PM

Apparently are many people that do not understand the case, I really sorry.

The point is that by signing the NDA contract you assigns the copyright of your work to the employer, but nobody knows what happens after the employer does not pay the work done!

This is a situation that can happen to any Freelancer.

It's very easy to say only that the answer is "sue" when the question is "how do it"?

**chrishirst** · 09-24-2012, 01:56 PM

Quote:

The point is that by signing the NDA contract you assigns the copyright of your work to the employer, but nobody knows what happens after the employer does not pay the work done!

Wrong!

A NDA 'Non-Disclosure Agreement' is there to stipulate that you will NOT discuss, disclose, disseminate or otherwise publish the work you are contracted to do or who you are contracted to, with any third party. also it is NOT a contract of work, it is a legal AGREEMENT between two parties to protect the intellectual property rights of the contractee.

Which you have broken by publishing the employer, the work you did and what it was for. They now have the right to sue you for everything you happen to own!

REGARDLESS of whether you completed the work and were paid in full or not.

If you are completing a 'paid for work' the copyright belongs to the contractee NOT the contractor, UNLESS your contract of work stipulates that the copyright remains the property of the contractor until the work is accepted and paid in full by the contractee.

And have you never heard of retention?

**maromero** · 09-24-2012, 02:48 PM

Hi Chrishirst,
Thank you for your clarification.
But, you did not read the attached PDF contract, right?
Especially to clause "9. Intellectual Property"

Could you expand on the explanation of the use of retention in this particular case?

What actually happens in this case, and where the problem is, is that there is a loophole in the matter.

Best regards,

Marco

**chrishirst** · 05:35 PM

It's just a fairly standard software contract seen many, signed many, did you get your lawyer/solicitor/legal advisor read it before you signed it?

section 9. says that the contractor (you) waives all rights to any code or functions that you develop specifically for the completion of work as specified by this contract.

section8. Which I am assuming that you have taken as a NDA. Says that the contractor (you) should disclose to the contractee, any and every discovery or invention made during the term of this contract.
For software, this basically means that should you create a new method or algorithm, this discovery should be disclosed to the contractee in order for them to patent, trademark, copyright or otherwise protect their investment in your time.

Surely your legal council explained this to you before you signed the contract??

**vultren** · 09-24-2012, 05:57 PM

We can't give you legal advise, plus if we did, I sure hope you wouldn't use it.

All in all, there is a difference between an NDA and a contract! Completely different purposes, completely different legal documents.

**NOVAMATION** · 09-25-2012, 10:14 AM

Quote:

Originally Posted by chrishirst

Surely your legal council explained this to you before you signed the contract??

Is anybody under the delusion that the average Freelancer.com user can afford "Legal Council?"

Everybody SHOULD have health insurance. Many of us don't.
Everybody SHOULD wear a PFD when boating. Most folks on the water don't even know what P.F.D. stands for.
Every self-employed artist SHOULD have legal council. Well there you go.

Freelancer.com is a shark tank and anybody who works through it is wearing chum scented Underoos.

You got bitten on this one, and that piece of paper you signed only really protects your client. Not you. You could try to get a lawyer after the fact and take them to court, but my guess is that you probably can't afford it. Your former client is counting on that too, and they're probably right. You gotta call this one a lesson learned, and continue sadder but wiser.

**chrishirst** · 09-25-2012, 04:23 PM

Quote:

Originally Posted by NOVAMATION

Is anybody under the delusion that the average Freelancer.com user can afford "Legal Council?"

Not here

. I was being somewhat sardonic.

Quote:

Originally Posted by NOVAMATION

I
Everybody SHOULD wear a PFD when boating. Most folks on the water don't even know what P.F.D. stands for.

I prefer PFM personally (Premiata Forneria Marconi)

Quote:

Originally Posted by NOVAMATION

Everybody SHOULD have health insurance. Many of us don't.

Every self-employed artist SHOULD have legal council. Well there you go.

ALSO you should have Public Liability Insurance

Quote:

Originally Posted by NOVAMATION

Freelancer.com is a shark tank and anybody who works through it is wearing chum scented Underoos.

Chum probably Ok, it being cooked during the canning process, just don't go peeing yourself

**J G R** · 11-03-2012, 07:43 PM

Hi. Maybe they threw your stuff in the trash and went and hired somebody else. If they arent using it, I guess you both can cut your losses.... or call judge judy. She knows it all