the contract says the client owns the deliverable — how do people carve out the reusable core before signing?
four client builds now share about 60% of the same code: auth, imports, the scheduling engine, a reporting layer. every one of those contracts is plain work-for-hire, signed years ago, and i want to sell the shared part as a product. i'm not asking anyone to tell me if i'm allowed to — i want to know what wording people put in new contracts so the next four builds don't create the same problem.
@invoice_ivan · last mo.
The clause I use is a background IP carve-out and it's two paragraphs. In plain terms: anything I bring to the engagement, plus anything general-purpose I write during it, stays mine; the client gets a perpetual licence to use it as part of their deliverable; the client owns the parts specific to them — their branding, their business rules, their data, their integrations.
A solicitor drafted mine and it cost a few hundred, once, and I've used it on every contract since. Mine, not yours — the enforceability of that shape varies by jurisdiction and by how your contracts are structured, so take it to someone qualified before you rely on it.
The other half is structural: separate repositories from day one. A carve-out is much easier to argue when the shared core is a package with its own history and the client repo imports it.
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