Sale Terms: Difference between revisions
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==permanent terms== | ==permanent terms== | ||
* all web site, web site history, forums, bug base, trello accounts, domains, and any other digital assets related to kJams, kjams facebook, kjams twitter, youtube channel, etc. | * xfer all web site, web site history, forums, bug base, trello accounts, domains, and any other digital assets related to kJams, kjams facebook, kjams twitter, youtube channel, etc. | ||
* all proprietary source code related directly to "karaoke" (encoding, decoding, playback) becomes copywrite of and property of buyer. seller will transfer ALL copies to buyer, and not retain any | * xfer all proprietary source code related directly to "karaoke" (encoding, decoding, playback) becomes copywrite of and property of buyer. seller will transfer ALL copies to buyer, and not retain any | ||
* all open source code remains open source, seller becomes responsible for maintaining up to date public access to said open source code | * xfer all customer base information, all past emails | ||
* all other code (generic code base) may be used by buyer with no restrictions on it's use | * all open source code remains open source, seller becomes responsible for maintaining up to date public access to said open source code, and will accept and publish contributions from seller | ||
* all other code (generic code base and build system) may be used by buyer with no restrictions on it's use | |||
* seller retains a copy of generic code base and may use it in any project that is NOT a direct competitor or karaoke player | * seller retains a copy of generic code base and may use it in any project that is NOT a direct competitor or karaoke player | ||
* seller may not re-sell | * seller may not re-sell the generic code base unless it has been completely transformed into a new separate product that does not compete with kJams | ||
* buyer must honor all agreements currently in place with third parties | * buyer must honor all agreements currently in place with third parties | ||
* everything sold is provided in good faith, as is, with no warranties or guarantees | * everything sold is provided in good faith, as is, with no warranties or guarantees | ||
* buyer agrees to always, 100% of the time, "do the right thing" by the customer, this business must be about happy customers first, not making money | * buyer agrees to always, 100% of the time, "do the right thing" by the customer, this business must be about happy customers first, not making money | ||
* must always support both mac and windows, always release in parallel | * must always support both mac (back four OS versions) and windows (Back to XP), always release in parallel | ||
* must always support "the server" with backward compatibility | * must always support "[[Server/Spec|the server]]" with backward compatibility for third party apps | ||
* must continue to give free / discounted licenses as already indicated | |||
==term five years== | ==term five years== | ||
* buyer will continue to provide personalized 1:1 tech support with end users, free for at least 30 days after purchase | * buyer will provide free email support, answered within minutes of it's receipt during normal business hours of the tech support person's time zone | ||
* provide 30 day no questions money back guarantee | * buyer will continue to provide personalized 1:1 telephone tech support with end users, free for at least 30 days after purchase | ||
* provide | * provide 30 day no questions money back guarantee, but ALWAYS try to FIX the customer's problem first, try really HARD | ||
* provide software updates for new features / bug fixes at a similar rate to historical release | |||
* seller will receive 2.5% of GROSS revenue | * AFTER the first 6 months, seller will receive 2.5% of GROSS revenue from all revenue streams related or attached to kJams or it's derivatives (for 4.5 more years) | ||
* seller will have read access to source of all sales data (all rev. streams) | |||
* must maintain kJams as separate product line. you may ADD new UI / features to it, but may not subsume it's features into a different product, and then stop supporting kJams itself | |||
* at least 1/4 of time spent coding must be implementing the roadmap that has been already laid out | |||
==term three years== | ==term three years== | ||
* may NOT remove the existing music stores | * may NOT remove the existing music stores | ||
* provide at least one full time engineer, one | * provide at least one full time engineer, one part-time QE, one full-time tech support (for email (40 hr/week), voice (4-6 hrs / week split over 2 days)) | ||
* at least half the time, follow the development roadmap that has already been laid out | * at least half the eng time spent coding, follow the development roadmap that has already been laid out | ||
==i will agree to== | ==i will agree to== | ||
* provide free part time consulting to manage the transition to new management for 6 months (no more than 10 hours per week, tues and thurs evenings) | * provide free part time consulting to manage the transition to new management for 6 months (no more than 10 hours per week, tues and thurs evenings (or TBN) | ||
* be available for paid consulting after 6 months (terms | * be available for paid consulting after 6 months (terms TBN if it comes to that) | ||
==buyer may optionally== | ==buyer may optionally== | ||
* provide paid premium support packages | * actual marketing and advertising | ||
* provide part time build engineer (builds are *complicated*) | |||
* provide paid premium support packages for customers | |||
* provide re-branded (white label) version of product | * provide re-branded (white label) version of product | ||
* integrate more music stores | * integrate more music stores (all of them?) | ||
* move to a different integrated ecommerce engine | * move to a different integrated ecommerce engine | ||
* move to a subscription model | |||
* develop a version for *nix, android, ios, xbox, etc | |||
* consolidate kJams editions (lite, pro, 2) | |||
* develop more [[Server/Spec|Server features]] | |||
* develop cloud services (backup, syncing etc) | |||
* develop indie music store (direct from artist to fan) | |||
==finally== | |||
* No Ambiguity Fallacy: any dispute or misunderstanding of these terms shall be resolved by taking the intent behind the words, rather than syntactic, lexical, or grammatical meaning, where such meaning is ambiguous. ie: the spirit of the law rules OVER the letter of the law | |||
Latest revision as of 21:13, 16 June 2015
permanent terms
- xfer all web site, web site history, forums, bug base, trello accounts, domains, and any other digital assets related to kJams, kjams facebook, kjams twitter, youtube channel, etc.
- xfer all proprietary source code related directly to "karaoke" (encoding, decoding, playback) becomes copywrite of and property of buyer. seller will transfer ALL copies to buyer, and not retain any
- xfer all customer base information, all past emails
- all open source code remains open source, seller becomes responsible for maintaining up to date public access to said open source code, and will accept and publish contributions from seller
- all other code (generic code base and build system) may be used by buyer with no restrictions on it's use
- seller retains a copy of generic code base and may use it in any project that is NOT a direct competitor or karaoke player
- seller may not re-sell the generic code base unless it has been completely transformed into a new separate product that does not compete with kJams
- buyer must honor all agreements currently in place with third parties
- everything sold is provided in good faith, as is, with no warranties or guarantees
- buyer agrees to always, 100% of the time, "do the right thing" by the customer, this business must be about happy customers first, not making money
- must always support both mac (back four OS versions) and windows (Back to XP), always release in parallel
- must always support "the server" with backward compatibility for third party apps
- must continue to give free / discounted licenses as already indicated
term five years
- buyer will provide free email support, answered within minutes of it's receipt during normal business hours of the tech support person's time zone
- buyer will continue to provide personalized 1:1 telephone tech support with end users, free for at least 30 days after purchase
- provide 30 day no questions money back guarantee, but ALWAYS try to FIX the customer's problem first, try really HARD
- provide software updates for new features / bug fixes at a similar rate to historical release
- AFTER the first 6 months, seller will receive 2.5% of GROSS revenue from all revenue streams related or attached to kJams or it's derivatives (for 4.5 more years)
- seller will have read access to source of all sales data (all rev. streams)
- must maintain kJams as separate product line. you may ADD new UI / features to it, but may not subsume it's features into a different product, and then stop supporting kJams itself
- at least 1/4 of time spent coding must be implementing the roadmap that has been already laid out
term three years
- may NOT remove the existing music stores
- provide at least one full time engineer, one part-time QE, one full-time tech support (for email (40 hr/week), voice (4-6 hrs / week split over 2 days))
- at least half the eng time spent coding, follow the development roadmap that has already been laid out
i will agree to
- provide free part time consulting to manage the transition to new management for 6 months (no more than 10 hours per week, tues and thurs evenings (or TBN)
- be available for paid consulting after 6 months (terms TBN if it comes to that)
buyer may optionally
- actual marketing and advertising
- provide part time build engineer (builds are *complicated*)
- provide paid premium support packages for customers
- provide re-branded (white label) version of product
- integrate more music stores (all of them?)
- move to a different integrated ecommerce engine
- move to a subscription model
- develop a version for *nix, android, ios, xbox, etc
- consolidate kJams editions (lite, pro, 2)
- develop more Server features
- develop cloud services (backup, syncing etc)
- develop indie music store (direct from artist to fan)
finally
- No Ambiguity Fallacy: any dispute or misunderstanding of these terms shall be resolved by taking the intent behind the words, rather than syntactic, lexical, or grammatical meaning, where such meaning is ambiguous. ie: the spirit of the law rules OVER the letter of the law