agreement comments

Scott McGrath & Co:

Although various political appeals for “tort reform” do not typically extend to IT IP, it probably should. As a former individual member, I’ll comment primarily in that context.

There are two reasons for someone to be an “individual” member. One is that the person truly is on his/her own, and of course such a person has no IP entanglements at all. Presumably the proposed agreement is OK for that person, but there can’t be many such people.

The other reason for an “individual” membership is that the person is part of some larger entity, but the larger entity is not sufficiently motivated to join as a corporate member. In particular, a large corporation is unlikely to join just to support a lone contributor because of the membership fees.

Until recently, I was an individual member, while an employee of BOC Group. As usual for IT people, with BOC I had signed invention agreements, etc. so there were some IP entanglements. As a remote possibility, in the course of discussing OASIS matters with OASIS members, I might have somehow “invented” something that was subsequently embedded in an OASIS offering, and to which BOC could assert some IP claim based on my employment. Given that OASIS is about standards, the likelihood of such a thing happening was low, and even more so because BOC is much more of an “end user” IT consuming company than an IT provider.

If you tighten up the IP aspects of the agreement, you may make it impossible for there to be “individual” members from the “working class.” The prospective member can’t individually sign that he/she has no IP entanglements, nor typically can he/she sign regarding the behavior of the employer.

One alternative would be to alter the corporate membership fees/terms to remove the economic hindrance to single-employee membership and, in effect, to create a “silent” IP-centered corporate membership. As an example, it cost BOC $500 per year for me to be an individual member. When I left BOC, I formed my own consultancy - Colts Neck Solutions LLC – and to sign up Colts Neck Solutions LLC cost $2,750 per year and, for most purposes, I am still a “solo” member. A large company would of course pay much more. The “real” corporate member gets more “visibility,” but some companies won’t value that visibility and in fact might not even want it.

Therefore, if you created an “individual” membership specifically designed for singleton corporate employee memberships, that membership could perhaps still cost $500, but require some corporate representative to sign the IP agreement. In effect the person’s employer is joining for IP purposes, but is not listed as a corporate member.

Fulton Wilcox

Colts Neck Solutions LLC

732-332-1885

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