And here’s how I drew it…

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MaRS Entrepreneurship 101 Nov 21, 2012 # ENT101
IP MANAGEMENT: Creating Value by Protecting Knowledge Based Assets

NATHANIEL LIPKUS, Intellectual property
MATTHEW POWELL, patents
ASHLEE FROESE, trademarks

Do you use NDAs instead of stronger intellectual property protections?

Non-disclosure agreement costs a ton to enforce !

ONLY 20% of Canadian science /tech businesses – IP protection

Types: Patent, Trademark, Trade secret, Design, Copyright

IP has value!

PATENTS
design around
Control over how an advantage reaches customers

ex: do you need to reinvent the smartphone?

Is it patentable? New, Useful, Non-obvious

Process for sharpening images
Picture copyright

Patent laws <– Strict !!
Public disclosure
Use (ex: commercial)
offering for sale
actually selling it

Patent –> making something PUBLIC in exchange for control

Disclosure
Claims – Patent

Patents are granted on a per-country basis
Patent fee deferrals
Patent cooperation treaty –> options to file (30 months!)

Patent process 1 2 3 4 5
1. Understand inventorship & ownership
2. Prepare patent application
3. File the patent
4. Negotiate with examiner
5. Granted !

That’s too broad
Okay how about this?

Patents Vs. Trade Secret (Shhh…)
Public | can’t stop independent
control | others can protect details
that can be reverse engineered

TRADEMARKS
Your company reputation!
Not just names
mass of consumers

Non-traditional trademarks
3D designs, Colour, Sound ex: M&M Lion, distinguishing guise: Nesquick bottle: bunnies!

Recommended!
Generic -> Descriptive -> Suggestive -> Coined

Some exceptions:
The Beer Store
The more distinctive, the easier to protect.

Do your due diligence! (Is this viable? What’s out there?)

Best way

#1 Trademark registration
–> formal ownership
–> easier litigation
–> can be renewed forever
–> useful for internet also www.
The Living Brand
Keep an eye on your brand
Use it

Ex: escalator, Zipper, Kleenex, Aspirin… becomes generic term!
Update as needed, audit what’s going on

Online: Other people w/trademarks, Cybersquatters
Reserve your space

GOOD HOUSEKEEPING

1. Know your IP: Invention disclosures, spreadsheets

2. Ensure IP Ownership
Contracts — employees, contractors,etc.
Audit IP periodically
Start … … … …

IP HURDLES VS BARRIERS
Patents –> license? invalidate?
Trademarks –> license? modify?

Ex: Samsung vs. Apple
patents between user interface and hardware
Example: Gilead -] licensed HIV drugs to manufacturers in developing countries

Q&A
Q: Lean Startup?
A: Few things can beat being first to market in some industries. Patents–> maintian competitive advantage
A: Don’t forget about IP benefits
A: Can file for proposed use –trademarks?
Q: Business method patents, patent trolls?
A: Not healthy.. Moral discussion? Hybrid–>research labs. Nonpractising entities
Software patents: seat at the table. Challenge with prior art. Problems with patent system.
Q: enforceability of software patents?
A: Yes, if valid.
A: Not algorithms, but processes.

You can e-mail me at sacha@sachachua.com.

Feel free to share this! You can credit it as (c) 2012 Sacha Chua under the Creative Commons Attribution 2.5 Canada licence.

Arshia Tabrizi: Startup Law 101: Legal Launchpad – corporate organization, intellectual property, contracts

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MARS ENTREPRENEURSHIP 101
STARTUP LAW 101: LEGAL LAUNCHPAD
ARSHIA TABRIZI @ arshia_tabrizi
Partnership Tips –> MaRS Video
Is this the right person to be partners with?
– values
– timelines
– goals
– roles
– compensation
– exit strategy
Written
agreement
Roles & responsibilities
Ownership
– different
– Employment
needed skilset may change
Okay
Need something else
EXIT
Build in an exit strategy
in case of death, disability, major disagreement
Corporate Organization
$750 (basic) -$1,500 (full)
articles of incorporation
– imited liability –> Separate legal entity
– tax advantages
– IP centralization –> bringing other people’s ideas together
– venture capital / acquisition
When do you incorporate?
DEFINITELY
Employees/ consultants
Contracts / relationships
Incorporate work, Scrooge pays later
Don’t cheap out !
Corporate Structure
Founding shares
Voting rights
share classes
Shareholders’ agreement
= pre-nup
always cutomized! –> Hire/finance/sell arrangements
Corporate governance
Board
Officers
Shareholder exit
(Divorce, sale, etc.)
pre-venture
venture-ready
Questions (cont’d)
Q: Finding the right laywer?
A: Long-term relationship, so raport & fit.
Experience in the field you’re in.
Q: NDA for investors?
A: Practically, many won’t. as a lawyer, try (Esp. with angel investors, low deal flow)
Q: No IP assignment document?
A: Employee? Company. Consultant? Consultant.

Intellectual Property
Protecting your primary assets
Example: Steve Jobs
Patented stair design
in appl stroes!
Secretve & controlling Vs Lean start-up practice (Shh!)
I.P. is not only about patents
– trademarks
– design
– etc.
Costs –> Definitely get a specialist
$ 10-15K full patent
$ 2-4K provisional patent
+ Prosecution & enforcement
Your lwer may not look like this
Trademarks –> Brand
$1-2K for registration (R)
6-18 months
But improper use — rights
Digital media is about brand
– Research your brands! Protect your brands!
Trade Secrets
easy, cheap no time limit / disclosure
But watch out for traps in NDAs
should be mutual
watch out for big companies !
sometimes they use IP assignment forms!
ENT101 October 10, 2012
Notes by Sacha Chua (@sachac)
Livinganawesomelife.com
Contracts
Legallybinding agreement
Use contracts with everyone
– Employees
– Founders
– …
– Customers
– Contractors
Emails, Letter of intent,
Memorandum of Understanding
May be legally binding, may not!
You need legal reviews of LOIs, MOUs.
Lawyers — Manage nsk
Protect IP
$ Sell company
Review agreements,etc.
We are here to be paranoid.

Questions
Q: Pre-venture us ventures?
A: Simpler takes deals etc into account
Q: Cost of patent enforcement?
A: Several thousands just to check if you have a claim, way more to defend
Patent –> right, but you have to defend them.
Q: Provisional patent vs full?
Reserve that filing date, then file full after. Can have pitfalls
Q: Lean startup?
A: Depends on type of company, Legal perpsective, worried about incomplete
Q: Demographics of ENT 101?
A: Similar to MaRS–Organizer
Q: Hackathon? A: if you’re willing.

You can e-mail me at sacha@sachachua.com.