An IP Thief in the Night
Protecting your IP: Former Staff and Business Partners; Prospective Investors
It’s the people who are closest who can cause the most damage.
Most businesses pour very significant resources into developing intellectual property, e.g. customer lists, marketing literature, processes, manuals, supplier lists, product/service specifications and software.
As a matter of commercial necessity, employees, business partners and prospective investors are often entrusted with some or all of this highly commercially sensitive information. Of course the concern is that the employee, business partner or prospective investor will “steel” data and customers for use in a competing business.
The solution includes well drafted provisions dealing with Restraint of Trade, Confidentiality and Intellectual Property, usually contained in the following types of agreements:
Business Sale Agreements, Share Sale Agreements and Share Buyback Agreements (restraining the vendor from competing with the business after sale).
Partnership Agreements, Shareholder/Unitholder Agreements and Joint Venture Agreements.
Distribution Agreements, Supply Agreements, Manufacturing Agreements, Franchise Agreements and Licensing Agreements.
Non-Disclosure / Confidentiality Agreements (restraining prospective investors from using information divulged to them by the business).
Employment Agreements, Subcontractor Agreements, Consultancy Agreements and Service Agreements.