I Need A Lawyer! Legal Issues for the Entrepreneur Built by Stambaugh/2009 Jeff Stambaugh Dillard College of Business/Rm 257A

Legal Issues Built by Stambaugh/2009 ■ Business Form ■ IP Protection ■ Misc

Legal Issues Built by Stambaugh/2009 ■ Business Form ■ IP Protection ■ Misc

Basic Business Forms Built by Stambaugh/2009 ■ Sole Proprietorships ■ Partnerships ■ General ■ Limited ■ Corporations ■ S ■ C ■ LLC

Sole Proprietorships Built by Stambaugh/2009

Partnerships Built by Stambaugh/2009

Corporations Built by Stambaugh/2009

Who Does What Built by Stambaugh/2009

IP Protection Built by Stambaugh/2009 ■ Two Reasons ■ IP leads to competitive advantage ■ IP has market value ■ Examples ■ Names, slogans, logos ■ Employee handbooks, lists ■ Business processes ■ New inventions BULLEX BULLEX

Key Forms of IP Built by Stambaugh/2009 ■ Patents ■ Utility ■ Design ■ Plant ■ Trademarks ■ Copyrights ■ Trade Secrets

How to Patent Built by Stambaugh/2009 ■ What: new, useful, and non-obvious ■ When: within 1 year of public disclosure ■ Who: inventor ■ How much: $5,000 - $ ■ How ■ Keep an invention logbook ■ Use an attorney (watch for rip-off sites) ■ Conduct a thorough search ■ Great Website USPTO USPTO

Paradox of Patenting Built by Stambaugh/2009 ■ Required by some investors ■ Requires substantial disclosure ■ Requires will / resources to fight

Trademarks Built by Stambaugh/2009 ■ Distinguish your business from others ■ What can be protected ■ Words ■ Numbers / letters (eg. ATT) ■ Designs / Logos ■ Smells ■ Sounds ■ Shapes ■ Colors ■ File with USPTO

Copyrights Built by Stambaugh/2009 ■ Expressions of ideas ■ Arts, literary, software ■ Not essential to file with US Copyright Office

Trade Secrets Built by Stambaugh/2009 ■ Source of competitive advantage ■ Formula, forecasts, lists, plans ■ How to establish ■ Restrict access ■ Label ■ Password protect computer files ■ Document access ■ Require confidentiality agreements

Briefly Built by Stambaugh/2009 ■ Negotiations ■ Dispute Resolution ■ Misc Topics

Negotiations Built by Stambaugh/2009 ■ Prepare (ID your bottom lines) ■ Position (don’t apologize for being small) ■ Propose ■ Understand needs, not positions ■ Think long-term ■ Seek balance ■ Share risk / reward ■ Returns = investment ■ Close the deal (preferably in writing)

Settling Issues Built by Stambaugh/2009

Quick Hits Built by Stambaugh/2009 ■ Employees are agents (your bear liability) ■ Independent contractor ■ Scope of authority ■ Non-compete clauses ■ Hold harmless waivers

Class Takeaways Built by Stambaugh/2009 ■ Business Forms: thought and effort required upfront ■ IP Protection may be the key ■ Hiring a good lawyer may save a lot of money in the long term!