Intellectual Property Ownership & Assignment
What is it?
Who owns the intellectual property your business creates, licenses, or acquires? The answer is not always as obvious as it seems. Work created by employees generally belongs to the employer, but work created by independent contractors often does not unless there is a written agreement saying otherwise. Founders who created IP before the business was formed may still own it personally. Partners who contributed creative work to a joint venture may have retained rights they never formally transferred. These gaps tend to surface at the worst possible moments, in the middle of a transaction, a dispute, or a licensing negotiation where clean title to the IP is suddenly critical.
Ownership disputes over intellectual property can derail acquisitions, create leverage for disgruntled former employees or contractors, and leave businesses unable to license or sell assets they believed they owned outright. The documentation that prevents these problems is straightforward. The litigation that resolves them when documentation is missing is not.
How we can help:
We draft intellectual property ownership and assignment agreements that establish clear title, protect your assets, and hold up when ownership is questioned. That means working through the full history of how key IP was created, identifying any gaps in the chain of title, and putting the agreements in place that close those gaps before they become problems.
For businesses going through transactions, we conduct IP ownership diligence that surfaces these issues early, giving clients the opportunity to address them before they affect the deal rather than after.
Licensing Agreements
What is it?
When you license your intellectual property to others, or use theirs, the terms of that agreement determine how much control you retain, how much risk you take on, and what your remedies are if things go wrong. A licensing agreement that isn’t carefully drafted can inadvertently transfer more rights than intended, leave the licensor without meaningful remedies for misuse, or create obligations that outlast the relationship the agreement was meant to govern.
Licensing arrangements come in many forms, from simple trademark licenses to complex software agreements with sublicensing rights, exclusivity provisions, and revenue sharing arrangements that require careful attention to structure and detail. The stakes vary widely, but the consequences of a poorly drafted license can be significant regardless of the size of the deal.
How we can help:
We draft and negotiate licensing agreements that protect your intellectual property, define usage rights with the clarity that prevents disputes, and give you the leverage you need if the relationship breaks down. Whether you are licensing your brand to a third party, granting software access to enterprise customers, or negotiating a content license with a media company, we make sure the agreement reflects the actual deal and protects your interests for the duration of the relationship.
We also represent licensees reviewing agreements presented by rights holders, helping clients understand what they are agreeing to, where the restrictions are, and what terms are worth pushing back on before they commit.
Trade Secret Protection
What is it?
Trade secrets are only protected if you treat them that way. The law protects confidential business information from misappropriation, but only if the business has taken reasonable steps to keep it confidential. A business that shares sensitive information freely, fails to require confidentiality agreements from employees and contractors, or cannot demonstrate that it treated the information as secret may find itself without legal recourse when that information walks out the door.
The category of what qualifies as a trade secret is broader than most businesses realize. Customer lists, pricing strategies, manufacturing processes, software code, and business methods can all qualify, but the protection depends entirely on the steps taken to maintain confidentiality. The time to build those protections is before the information is at risk, not after it has already been taken.
How we can help:
We help businesses identify what information qualifies for trade secret protection, build the agreements and policies that maintain the confidentiality required to preserve that protection, and respond decisively when trade secrets are misappropriated. That means drafting confidentiality agreements that actually work, advising on information security practices from a legal perspective, and pursuing emergency relief when confidential information has been stolen and the damage is ongoing.
When trade secret litigation becomes necessary, we bring the same preparation and conviction to those cases that we bring to every matter we handle, moving quickly when speed matters and building the comprehensive case that holds wrongdoers fully accountable.
Trademark Filings
What is it?
Your brand is one of your most valuable assets, and a federal trademark registration is the legal foundation that allows you to protect it. Without registration, your ability to enforce your rights against infringers is significantly limited, and your exposure to challenges from other trademark holders is significantly higher. Common law trademark rights exist based on use, but they are geographically limited and difficult to enforce against parties who adopt a similar mark in good faith without knowledge of yours.
The trademark registration process is more involved than many businesses expect. A clearance search is essential before filing to identify existing marks that could block registration or create infringement risk. The application itself requires careful attention to the description of goods and services, the basis for filing, and the specimens submitted to demonstrate use. Mistakes in any of these areas can result in rejection, delay, or a registration that doesn’t actually protect what you intended.
How we can help:
We guide clients through the trademark registration process at the state and federal level, starting with a clearance search that gives you a realistic picture of the landscape before you invest in a mark. From there, we handle the application, respond to office actions from the USPTO, and work through any opposition proceedings that arise during the registration process.
Registration is the beginning, not the end. We help clients monitor for infringement, enforce their rights against unauthorized users, and maintain their registrations through the renewal and maintenance requirements that keep them in force.
Copyright Filings
What is it?
Copyright protection exists from the moment a creative work is fixed in a tangible form, but registration with the Copyright Office gives you significantly stronger legal rights and options. Most importantly, registration is required before you can file an infringement lawsuit in federal court, and registrations made before infringement occurs allow you to pursue statutory damages and attorney’s fees rather than having to prove actual damages. For businesses whose creative output is central to their value, the difference between registered and unregistered copyrights can be the difference between an enforceable right and an expensive lesson.
The category of protectable works is broad, covering everything from marketing materials and website content to software code, photographs, and architectural designs. Many businesses are sitting on valuable copyrightable content that has never been registered, leaving them with a right they cannot fully enforce.
How we can help:
We handle copyright registrations for businesses and individuals, making sure your creative work is properly protected and that the registration is structured in a way that maximizes your enforcement options. That includes advising on what to register, how to group works efficiently for registration purposes, and how to maintain a registration program that keeps pace with the creative output of your business.
When copyright infringement occurs, registered or not, we pursue infringers with the preparation and conviction these cases require, building the strongest possible case for recovery and moving quickly when the situation demands it.