What license should I use for freelance development work?

Question

I am developing (freelance) a small application for a non-profit organization. They are paying me a set amount for the product, and we have a support and maintenance agreement in place.

However, they will distribute this application free of charge to any number of interested users. They are not interested in using the source code so the product doesn't have to be open sourced. What type of license should I use for this product? I'm a bit of a newbie when it comes to software licenses.

Many thanks.

Answer 1

While there are a lot of licenses for open-sourced software to pick, you stated that your product is closed source. Given that fact you won't be able to use any of them. You should write your own license, fitting your requirements and get it checked by a lawyer.

Just checked my favorites here on SO, and found this question quite useful ;)

http://stackoverflow.com/questions/593511/how-to-write-a-basic-closed-source-license-for-a-software-project

Answer 2

In practice, if they pay for the application's custom development and it's not worth millions, just deliver the program to them with unrestricted rights and let them worry about how they license it to their end users. They paid for the development and should be allowed to use the program however they wish. You do want to limit your own liability for damages that may be caused through the program to the greatest extent allowed by law in your local jurisdiction.

If you think you have contributed valuable intellectual property to the program (as in worth a lot of money) and you wish to protect that intellectual property so that you can make money from it in the future, then you will need a lawyer to help you figure out how best to do that.

If you want to reuse some of the code (i.e. library code) in future projects, just spell out that the source code belongs to you and you can use it for any non-competing purpose in the future. That can be done in plain English. You should still grant them a non-exclusive, worldwide, royalty-free license to use the source code in the future (i.e. if you are not able to maintain the program at some point in the future, they should have the source code and be able to use it to maintain the program).

Answer 3

What you need is a contract that specifies the terms of the project. There are many legal issues hidden in even the most benign looking project. A good contract lays out all of the possible liability areas (for both parties) and addresses them in your favor. There are many standard templates out there that can be modified by yourself to meet your situation.

Several things to consider: 1. What are the payment terms, and what happens if they don't pay. 2. What happens if you cannot complete the project. 3. What happens if they project goes over schedule? 4. How to deal with contract termination. 5. Ownership of intellectual property 6. Confidentiality terms 7. Force Majeure 8. Arbitration/legal costs 9. Project Scope (what it includes and excludes) 10. What and When are the Deliverables 11. Duration and scope of Warranty

Even if some of these seem rather extreme, you always need to expect the unexpected otherwise you'll be screwed with shi*t hits the fan.

Most large cities have organizations that offer legal services (either free or for a nominal cost) to small businesses. Contact your local business development office to see if they can help point you in the right direction.