By Kimra Major-Morris – Intellectual Property Lawyer
SOUTH FLORIDA – The virtual sale of goods and services has increased with the COVID-19 quarantine, and business owners who have intellectual property registrations are in the strongest position to delegate work to virtual assistants, participate in online marketing through social media platforms (or others), license, sell, and leverage their federally protected rights.
Here are a few tips to protect your business:
Identify Intellectual Property Assets.
You cannot protect what you don’t know you have! Whether it’s creative content (marketing materials that tell your story, site design, your blog, or newsletter); brand identity (your business name, logo, slogan, or other identifier), a proprietary process, or an invention, your business has something that sets it apart. It’s worth it to clarify what that is and at least have written policies and procedures to protect them.
Apply for Intellectual Property Registration.
Copyrights, trademarks, patents, and trade secrets are federally protected. Although we don’t register trade secrets (because instead, we keep them secret), copyright, trademark, and patent registrations are powerful tools to control brand use (by others), establish brand consistency (with color and design guidelines set up during registration), guide brand messaging (values and mission promoted with your logo, slogan or name); and enforce federal rights against copycats and unfair competitors.
If you are hiring a virtual assistant, be clear on what the assistant’s “work product” includes. Will it include their writings, their research, their proposals, work created, prepared, authored, edited, amended, or conceived? This should be clear and addressed in writing. The more detailed the work product description is, the better. The lines can easily blur, and intellectual property ownership should not be in question.
Warranties and Representations
Be sure to include warranties and representations in the agreement that protect you in the event the assistant’s work is violating a third party’s intellectual property rights. Particularly, if the assistant is generating social media content or other marketing materials, you want them to accept responsibility if you or your business is accused of infringement due to their practices. This may not completely spare your business from liability, but at least you will have the possibility of reimbursement through your agreement with the virtual assistant.
Don’t underestimate the value of a non-disclosure agreement (NDA).
Non-disclosure agreements provide another layer of legal protection (in addition to your intellectual property registrations). When there is a signed non-disclosure agreement along with a federal registration, you have a potential breach of contract claims and intellectual property infringement claims. This is implementing multiple layers of protection for the company’s most valuable assets.