Patentable Idea Help

Isaac

I think the key issues are whether the contract term saying what's your's
is theirs is effective and whether the wording includes an
obligation to assign the patent.  If so, then you can apply
for a patent but you would be spending money for something
you have to in the end give up.

If not then as the inventor, you have the right to apply for
a patent and to hold any resulting rights.

qednick

thanks for your response.

The contract does include such wording. However, I am about to get into a suit regarding the validity of the contract because they have made deliberate attempts to renege on it. In other words, I did the stuff and they are refusing to pay. They have found some lame excuse to cancel on me which I can easily prove in court of law.

Now, if they haven't lived up to their end of the bargain and I can subsequently prove a wrong was done on their side to effectively "screw" me out of things then surely the wording in the contract doesn't apply anymore?

What I'm trying to say is: how can they possibly deliberately renege on the contract yet still hide behind any protection it previously gave?

Thanks!

Isaac

Some contract terms can survive even a breached contract. ?For
example if the contract included a non disclosure agreement
because it was necessary for you to learn some proprietary
info in order to provide the requested service, do you think
you could blab the client's secrets if you were not paid.

I'm not saying for certain that the assignment clause is
enforceable. ?I'm saying that L would want to see more detail
than you should post here before I'd express an opinion that
was more than a guess.

qednick

Thanks for your help Isaac, I've set up an apt. with my attorney tomorrow. :-)

JimIvey

has done a good job addressing the main issues.  I'd like to just offer up another thought.  Of course, this is all about contract law and not something I do, so this is just pontification bases on what I remember from law school many years ago.

Mr. Clark is correct that some provisions of the contract can and probably will survive a breach -- even a material breach.  For materiality, think of the seriousness of the breach.  You might think of felony vs. misdemeanor breach -- or, for you football fans, the 15-yard facemask penalty vs. the 5-yard facemask penalty.

Failing to notify the other side of your new address is often a breach of the contract (as most require that you keep the other side informed of where they should contact you re the contract).  However, that really doesn't seriously affect the value of the contract.  

On the other hand, some forms of breach seriously affect the value of the overall contract.  In your case, their breach sounds rather serious -- depriving you of all value.  In this case, it may be likely that you can have the entire contract rescinded (undone) in court.  

Non-disclosure portions of the contract may or may not survive -- they would appear to have great importance to the company and not great importance to you (except that they might affect your ability to file your patent application).  I think any provision requiring you to assign your patent rights would not survive since that provision is primarily how you are to convey value to the company.  

I hope that helps.  It's something to think about.