Who Owns Intellectual Property?
If you are a business owner, it is a good bet that you have your own intellectual property or you are making use of someone else's intellectual property. But what exactly is intellectual property?
It is a form of property that grows out of the creations of the human mind. Unlike real estate or personal property such as furniture, equipment or vehicles, it is intangible. Various bodies of law have been developed over the course of centuries to recognize and protect the valuable creations that are generally referred to as intellectual property.
The laws most frequently referred to come under the headings of copyright, trademarks and patents. But there are other forms that are important to businesses as well and those fall into the categories of trade secrets and proprietary information.
As a business owner, it is critical for you to know if you own or have the legal right to use the intellectual property that you are using in your business operations. Here are some situations to ponder.
You decide to have a logo designed to be a trademark for your business. As long as you use that logo as a mark in connection with your business, it does meet the requirements of a trademark and you own it. But wait a minute. Who actually designed that logo? Was it an employee or was it an outside contractor? If a non-employee created it, then guess what? She owns the copyright in the design of that logo. So while you own the trademark, she owns the copyright in the logo's design. In that situation the only way you can own both the trademark and the copyright in the design is to have the designer assign that right to you in a written document. An assignment is a legal transfer of ownership from one person to another.
You want a website for your business. You have hired an outside web designer to create your site. You will give the designer content, such as text and pictures, to incorporate in the site. As long as that content comes from you or your employees, you own the copyright in it, so that is fine. However, the designer will create a 'look and feel' for your site to incorporate the content. The designer will then own the copyright in those elements of the website. More than likely, the web designer will use the software of others to create that 'look and feel.' Because you do not have any contractual relationship with the designer's source of the software, you want to be sure that he has the legal authority to use the software to create your website and is authorized, if necessary, to sub-license it to you.
As you can see from this little scenario, there are a number of questions to be answered as to who actually owns the intellectual property that makes up your website. As with the previous example, an appropriate assignment of copyright and representations and warranties about authority to use software can resolve the uncertainty. But unless you know enough to ask the question, "Who owns the intellectual property?" you may not end up with what you intended or expected.
