Negotiating Positions and Arguments - Liquidated Damages
Liquidated damages are a pre-agreed amount of damages for particular breaches of contract Liquidated damages are sometimes suggested as a method for quantifying damages for delay in the supplier providing a deliverable under the contract Liquidated damages remove the need for the customer to prove actual damages for such breaches
Suppliers will not necessarily escape the consequences of delay if there is no liquidated damages clause in the contract The customer could still be entitled to general damages for a breach involving delay.
Negotiating Positions and Arguments - Limitation of Liability
Limitation of Liability clauses are frequently inserted into supplier's contracts for the supply of IT products and services Such clauses will often contain the following elements:
(a) The supplier’s liability is capped
(b) The cap relates to the aggregate liability of the Supplier under the contract (ie not per event)
(c) The cap is limited to the amounts paid or payable by the customer in the recent past (eg the previous 12 months).
09 Dec 2008
Negotiating Positions and Arguments - Ownership of Intellectual Property Rights in Software Developments
When a supplier agrees to perform software development work for a customer the question of who is to own the copyright and other intellectual property rights in that development is often an issue that the parties need to negotiate
If the customer already owns copyright in the software that is being modified or enhanced, then the supplier of such modifications is usually quite happy for the customer to own the mods as well.