Murgova & Partners Attorneys at Law | View firm profile
Every owner and creator of a Startup company carries a lot of irons in the fire: He has to successfully manage various relationships – from those with partners, business angels, investors, mentors, funds, developers, creators, marketers to those with employees and partners.
From our experience when working with Startup companies, the most common issue in the business of almost every startup is the lack of an appropriate and working strategy for the protection of intellectual property.
In this complex vortex of the first and most important decisions – product creation, registration of the most suitable company for the type of activity, hiring staff, raising capital, certainly one of the last things that the owners of a startup consider is seeking the professional advice of an intellectual property lawyer (IP lawyer) and the creation of a strategy for the protection of intellectual property.
The highly competitive times in which we live and do business make this task of paramount importance, because the untimely protection of your intellectual property can lead to many legal problems and confusions, from which there is no quick and cheap way out, and sometimes it can cost you your whole business in case of stealing an idea and formalizing it before you do.
The other important issue that should be carefully addressed at the very initial stage is the clarification of the owners of intellectual property – whether the owners are the founders, and here it should be kept in mind that in most cases they register a company when the idea has already been created, respectively, the copyright has already arisen or it has been created by the employees under an employment agreement. In this respect many issues should be addressed and handled, especially if the employees have created the product and you have not yet officially employed them.
Be proactive and create a clear plan to protect your intellectual property
Look carefully at your ideas, concepts and any kind of information to separate those that constitute a trade secret (lists, source codes, etc.) and those that are subject to and can be registered as intellectual property in the first stage of their creation. It is known that when presenting to business angels, funds and other companies for funding, you share a large part of your valuable ideas, technologies, products, and it is vital that they are protected by appropriate and necessary ways to protect intellectual property.
It is important to create a clear map of your trade secrets and to know what exact information you will treat as a trade secret and how to protect it properly. Trade secret is any trade information, know-how and technological information that is not generally known or easily accessible to persons from the environment who normally handle this type of information, has commercial value and measures have been taken to keep it secret.
To decide the appropriate protection for different types of intellectual property, you should consult an intellectual property lawyer to discuss which ideas/assets are subject to registration and to submit the relevant applications.
NB! They are your competitive advantage over others and are your most valuable asset, so take care of them from the beginning.
Make sure to prepare an appropriate NDA (non-disclosure agreement) and use it adequately, requiring its signing at all levels, where you have to disclose your ideas to which you present your valuable information of a secret nature – such as suppliers, partners, business angels, investors, workers and employees, etc.
Register your trademark
The trade mark is your distinguishing mark and is properly protected by registration in the Patent Office. The right to a trademark is acquired from the day of its filing.
Depending on your business growth plans, you should consider whether to file and register only a national trademark or to file it directly as a European trademark. You should also register your domain.
It is important to know:
- Your trademark should be so distinctive that you are its sole and exclusive owner;
- Assign an effective preliminary study to make sure that no one else is using a trademark that is close or similar to the marks;
- Make sure you or your company control all domain names as well as social media accounts to make sure you reach your users
Inventions, discoveries, patent protection
Since inventions are more than ideas for creating new products, services or know-how, they must be considered and analyzed in detail so that they can be used and applied in practice without in-depth tests, research and/or additional experiments. Some inventions (e.g. the Coca Cola formula) are protected as a trade secret and are protected in the same way as other confidential information (but with an even greater level of care). Others are protected by patents, which entitle the patent holder to prevent third parties from using the invention for a certain period of time without the consent of the owner.
Inventions are usually the property of the person (or persons) who first invented them. Many business owners mistakenly believe that if their employee or contractor creates an invention while working for the company, the company presumably owns the invention. In fact, and despite the existence of explicit provisions of the law, it is advisable for the company to enter into a written agreement with the inventor setting out in detail how the parties will proceed in establishing an official invention, including that all developed inventions will be the company’s property and the company will be able freely to transfer the rights to these inventions. This is the case whether the inventor is an employee, a contractor, a founder or an owner.
Before starting work, anyone involved in the development or improvement of intellectual property should sign a written agreement clearly stating that all inventions will be the company’s property and if not settled it will be quite difficult and expensive and /or impossible to get that person to regain their intellectual property rights to the company.
One way to protect your technology or product is to register a patent to protect their uniqueness so that the idea cannot be put into use without your consent. The date of protection shall be the date of receipt of the application for registration of a patent with the Patent Office.
Intellectual property ownership is the most important asset of your company, and it is undoubtedly the most complicated one.
But if you make the protection of intellectual property one of your top priorities from the beginning and prepare a carefully consulted non-disclosure agreement (NDA), create a specially consulted company agreement with good lawyers, make sure you have fair agreements with employees and the staff in which you agree on how to transfer intellectual property rights, as well as have good service agreements with third parties, you will certainly avoid expensive and unfavorable complications at a later stage.
Murgova and Partners Attorneys at Law has extensive experience in legal services to Bulgarian and international companies in the development of a comprehensive set of documents for registration of startups, choosing the most appropriate form of association and choosing a strategy for intellectual property protection. If you have any questions or need a consultation, you can contact us at www.murgova.com.