Steven Weinberg: Protecting Intellectual Property

Vince Thompson: Hi, welcome to Dog and Pony. I'm Vince Thompson. If you're a start up CEO you're not just responsible for a company, but you're also responsible for a brand, trademarks, copyrights, licenses. Today Steven Weinberg, a California super lawyer and accomplished intellectual property lawyer is here to talk about some of those opportunities for CEO's some of the things to look out for. So I'm starting a company. I'm proud of my little brand. I'm getting ready to take this thing out to the streets, what are the kind of things that I would need a lawyer of your caliber for?

Steven Weinberg: Most of the mistakes that people make when they're trying to establish a brand are made because they really haven't thought through what all the implications may be from the business perspective and from the legal perspective. And the way business and law are one and the same these days is an extraordinary thing. For example, in entertainment or anything on the Internet or most technology, business and law merge because all of the rights that one wants to be able to exploit and hold as their own in order to establish a brand or establish a new business are actually based in intellectual property law.

Vince Thompson: Okay, so let's talk documents a little bit. NDA's: important, do we need them, where do we get them?

Steven Weinberg: Well, what a non-disclosure agreement is -- is an agreement between people that says, I have something that's special, that's secrete, it's my proprietary concept and the only way I'm going to talk to you or allow you to be part of my adventure is if you sign this agreement and promise that you are not going to use any of my ideas and you are not going to disclose them to anyone. It's the only way that you can get protection for a concept or an idea. Here's where most entrepreneurs go wrong. They get very excited about their ideas, they like to talk it up to a lot of people to find out whether or not those people will give the money or can add to the concepts or can add to the product and then what happens is they discover that all their ideas are gone and trying to get people to sign an agreement after it's all out is too late.

Vince Thompson: This is great advice. Let's talk about copyright.

Steven Weinberg: Sure.

Vince Thompson: When do business owners need them?

Steven Weinberg: Copyright essentially is federal protection -- you can't get it from the State, so it's only federal for any idea that can be expressed in a particular way. Where most businesses go wrong is where the people who are at the executive level and that can be two people writing a book together or people forming a business together have not really thought through and agreed on how they need to behave with each other. What each one of their roles needs to be? Who gets to own what and most of the litigation we see particularly in partnership law and the split ups of companies and LLC's is because people really haven't thought these things through.

Vince Thompson: What about licensing -- you have a brand, you created it, there might be some license competency or -- you don't know and you want to learn about this. How do you learn about licensing?

Steven Weinberg: Licensing is really again it's creating relationships with other people and other companies. Here's the concept for licensing. I have something of value. It can be software, it can be a little characters like on Sesame Street and Barney and all those kind of things. It can be anything pretty much that's protected by intellectual property. Then -- but I may not know how to exploit it. I may not know how to take it out and market it and brand it and make sure that it does what it's supposed to do, i.e. bring in money to me. So what I do is going out and try to find people who really know what they're doing. And so what licensing is about, it's a permission, it's a permission or I say you know what I have this great idea, but Vince I know that you are like the top market here in the universe for this kind of thing and I know that I'm not going to be successful. And what I want to be able to do is give you permission to be either my exclusive guy or non-exclusive guy to go out there and see what you can do with this. And if you can do it well and if you invest in it by putting in your own money into the marketing expenses and so forth you will get a significant percentage of whatever revenue comes in. That's licensing.

Vince Thompson: So many times two friends sit in the bar like, hey we should start a company together, they kick around some ideas, maybe they'll go a little bit farther down the road, may be even form an LLC. At what point should they -- should they document this relationship and how it works together in writing and how did they do it?

Steven Weinberg: So what we can do is say okay, well the first thing we're going to do and you pull out your pen and you write down and say we agree that we are not going to disclose this idea to anybody else. Second, we're not going to bring in anybody else unless the other person agrees. Third, before either one of us can go and exploit this idea or try to exploit this idea, we are going to have to form some kind of business venture between us. Then if we decide that we don't want to do this business between us that -- at that point we can release each other from this deal. Sign, sign and that's when you get the second and third beer.

Vince Thompson: Fantastic. Steven Weinberg, thank you so much.

Steven Weinberg: It's my pleasure, Vince.

Vince Thompson: So helpful. I learned a lot today.

Steven Weinberg: Terrific.

Vince Thompson: As always if you have questions, comments, or just want to hang out on our blog, do so at dogandpony.com. I'm Vince Thompson. Thanks so much for watching.