When employees create stuff (“creative works” in copyright parlance) as part of their jobs, the employer owns it. That includes things like computer code, photos, artwork, promotional material, text documents, and web designs.
But if it is created by someone else, the default is that the contractor owns it, not the company. That includes every possible arrangement you can think of other than employment. It could be an outside design company, some people that you “borrowed” from your friend’s business because they had some spare time or expertise that you needed, or a person you paid to create something.
It is crucial to get in writing either before it is started, or when the material is delivered, an assignment of the material, waivers of moral rights, and promises that they really created it themselves and haven’t “borrowed” it from the internet or some other source.
Here are 7 things that can haunt you if you don’t document IP others create:
- Financing, VC funding, or that sale of your business to the 1000 pound gorilla in your space that was your exit strategy can be scuppered if you can’t prove you own things.
- That person who helped you out that you now need to sign off is now somewhere on another continent and unreachable.
- That person who helped you out that you now need to sign off sees desperation and dollar signs and insists on an outrageous payout for their signature.
- That person who helped you out that you now need to sign off insists that the IP was and still is theirs, and that they own a piece of your company.
- It may turn out that the person used open source code that has turned your product into an open source product.
- It may turn out that the person used code that was not properly licensed and you now have to recode your product all over again.
- You may get a demand from an image company insisting on a large payment for the use of images that are now central to your advertising or brand.