How do I prove that its all my IP


4

I'm involved in a deal where an industry organization is attempting to white label my software. Their Chairperson is a lawyer, so they are cautious on the legal stuff. They want to be absolutely sure that I own all the IP. Is there a way that I can easily prove this? Here are some facts:

  • I own 100% of the company
  • My co-founder used to own 50% but I bought him out in January 2013, we have a signed document confirming this
  • We created the startup at Startup Weekend so there is some evidence there of when and where it was created
  • I was influenced by a mix of pieces of software in the design, but did not copy any particular one. We deliberately didn't extensively research the competition as we wanted to create something new.
  • There are at least 2 innovations in my software that competitors don't have.
  • I have had the usual "Copyright © company name - year" thing at the bottom of the site since the start

Legal Intellectual Property Partnerships Whitelabel

asked May 15 '13 at 12:34
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Dmurtagh
157 points
  • Have you registered your code copyright with the US Copyright Office? – Gary E 7 years ago

2 Answers


6

Typically they would just want a document admitting in writing that you in fact do own all of the IP and that should their be any IP infringement the penalty / punishment will be on you.

Assuming you wrote all of the code and any open source code you used were released under MIT or some license that allows you to write commercial software based on it without having to release your source code it sounds like you should be fine.

But if all the code, images and work is 100% your creation and IP you just need to say that in writing.

answered May 15 '13 at 13:09
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Ryan Doom
5,472 points
  • Yes, they want some paper to clearly state ownership so that they are free in the event of any pending or future litigation. There's no way to actually "prove" ownership, but a paper statement will likely be sufficient. – Steve Jones 7 years ago
  • Hi Ryan, I didn't write all the code, my co-founder (that i bought out) and a contracted development company (that I have a an agreement saying it's all my IP with) did. I think I should still be fine though. I'll update this page if I find out more from a lawyer. – Dmurtagh 7 years ago
  • @Dmurtagh What they mean is you just typically need to provide an affidavit or sometimes just a memo on your company letter head. Sometimes you can even have it written into the contract so the agreement in the white labeling contract specifically protects the other company from IP damages. – Randy E 7 years ago

4

Here is now this type of situation typically rolls out:

  1. The developer provides all available written documentation supporting the proposition that he owns all rights.
  2. If the other party is concerned about any holes, the other party provides additional documents and asks the developer to have them signed by the relevant individuals or entities.
  3. Irrespective of how #1 and #2 turn out, the other party requires the developer to agree to indemnify the other party against any losses related to an actual or potential lack of rights (e.g., an infringement lawsuit).

Disclaimer: This information does not constitute legal advice and does not establish an attorney-client relationship.

answered May 16 '13 at 06:07
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Dana Shultz
6,015 points

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Legal Intellectual Property Partnerships Whitelabel