Who Owns the Code? The Law Says the Integrator
According to a legal expert, there are two legal claims that give the integrator intellectual property ownership of programming and passwords, but not of the software itself.
A few years back, Julie Jacobson asked, “Who Owns the Code?” when a client wants to change his home automation system to another integration company. The debate was raucous.
Should companies have a stranglehold over their clients? Now, security industry legal expert Ken Kirschenbaum of Kirschenbaum & Kirschenbaum in Garden City, N.Y. is weighing in, saying there are two points of law that indicate the integrator owns the code, not the client.
According to Kirschenbaum, the programming is intellectual property owned by the integrator under two legal claims:
- “First and best, though probably impractical, is filing for Federal Copyright protection. Anyone violating your copyright would be subject to stiff penalties. Filing each job may not be practical however,” he says.
- “The other form of protection is Common Law Copyright. Even without filing you get copyright protection,” notes Kirschenbaum, adding a caveat that he is not a copyright specialist.
However, there is one important distinction for CE pros to remember. Integrators do not own the software itself…it is merely licensed by both the dealer and the client from the developer. Kirschenbaum has amended his legal contracts for integrators to indicate programming and passwords are the property ownership of the integrator. He notes the ownership is important, especially since it can take an integrator just as long to program a system as install it in many cases.
Of course, this declaration still does not resolve the dilemma of what is best for the customer. If the integrator refuses to release the passwords and codes to another company, then that takeover company has to re-program from scratch. The only savings for the incoming dealer is the cost savings of the equipment.
That’s exactly the situation currently facing Statcomm Inc. in Mountain View, Calif. Richard Schwank, vice president, operations/general manager, recently wrote to Kirschenbaum saying he is currently trying to takeover a fire alarm system for a building and the sole proprietor electrician who did the initial work is refusing to hand over the existing password.
Schwank believes the building owner/client has the right to ask the electrician to change the programming codes back to the factory default code. He also believes integrators should be obligated to inform their clients that they are changing factory default settings in advance that might limit access to the system programming and database information. He contends that if the integrator does not inform the customer of this, he is on “weak ground” in terms of claiming ownership of the programming.
Schwank writes the property owner “is being ‘handcuffed’ with options of either retaining the services of the existing contractor or spending a few thousand dollars to replace the existing fire panel, create new database of existing devices, reprogram and verification testing, as well as submit for permit as is required in this respective jurisdiction. From our firm’s perspective, the owner of the equipment should not be prevented from having the equipment serviced by their contractor of choice and in absence of being bound by currently effective contract.”
Jason has covered low-voltage electronics as an editor since 1990. He joined EH Publishing in 2000, and before that served as publisher and editor of Security Sales, a leading magazine for the security industry. He served as chairman of the Security Industry Association’s Education Committee from 2000-2004 and sat on the board of that association from 1998-2002. He is also a former board member of the Alarm Industry Research and Educational Foundation. He is currently a member of the CEDIA Education Action Team for Electronic Systems Business. Jason graduated from the University of Southern California. Have a suggestion or a topic you want to read more about? Email Jason at [email protected]
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