Instructions / website info

'Is it legal', 'can I do this' type questions and discussions.
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Jwimaging
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Instructions / website info

Post by Jwimaging » Sun Mar 18, 2012 12:03 am

Hi,

I own 50% of a company that manufactures a product.

The other 50% shareholder has, following a disagreement, stopped doing any work for the company, and now works elsewhere.

During the time that she was involved with the company, she produced some information for an instruction manual & also for the company website.

She has emailed me today, telling me that as she owns the copyright for this information, we must stop using it. She was not 'employed' when she created it, and it does not belong to the company, she says, so the copyright info on the website (in the company's name) should be removed, and her name put in, or the info removed. The same with the instruction manual.

Surely the fact that i have emails from her telling me to put this info on the website, and the fact that she is a 50% shareholder means that the info belongs to the company?

This woman is just trying to cause as much trouble as possible.

I can't issue a different set of instructions for our product, because surely they would be a derivative?
The same for the information on the website?

I'm very confused!!! Any info would be appreciated.

Thanks

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AndyJ
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Post by AndyJ » Sun Mar 18, 2012 9:42 pm

Hi,
Bearing in mind that there are two sides to any dispute, from what you have told us this sounds rather more like a question of spite than copyright. Your former business partner does not appear to asking for any financial settlement, merely to deny you the use of the disputed material and so to impair the business as a whole.
I assume that at the time she was working for the company, this work was done for the common good, presumably in the expectation that her contribution would enhance the business. You seem to indicate that, irrespective of whether she drew a wage from the business, she was a part of it in the sense that she was a co-owner. I think that tends to support the view that the work she did was 'in the course of employment' rather than the alternative situation where she was an independent supplier or contractor.
If there was any formal documentation concerning the formation of the business such as a partnership agreement, articles of association etc, or if the business was in any way incorporated, this would obviously support my view, but since you haven't mentioned them, I assume this was a fairly informal arrangement. I agree that the emails you refer to will probably be evidence that, at the time, she saw the work as being part of her employment in the broadest sense of the word. Assuming that the work she did does fall within the category of work done in the course of employment, then she cannot demand that she be credited on the website:
Copyright, Designs and Patents Act 1988
Section 79
(3). The right [to be credited as the author of a work] does not apply to anything done by or with the authority of the copyright owner where copyright in the work originally vested in the author’s or director’s employer by virtue of section 11(2) (works produced in the course of employment).
Should you wish to ignore her complaint, it would then be up to her to start up a process of litigation which would be both expensive, and quite probably have little merit or chance of success. You could obtain legal advice now - and incur the cost - but I suggest that you wait to see if she chooses to escalate the issue. Either way, I suspect the outcome of any advice would be that you have a strong case for believing that any copyright belongs to the business.
If, nonetheless, you felt it was prudent to do so, you could re-write the instructions as in general terms what has to be said are 'facts' and facts cannot be subject to copyright. Since there are very few ways in which most of the actions described in the instructions can be phrased, I doubt that any court would find there was infringement in re-writing these instructions, because the first work would lack sufficient originality (in the creative sense of the word). This was the proposition in the court's decision in a famous case called Kenrick v Lawrence.
I hope this helps to clarify things.
Advice or comment provided here is not and does not purport to be legal advice as defined by s.12 of Legal Services Act 2007

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