Intellectual property is incredibly valuable to your business, as it helps to establish a strong reputation in your particular industry. Trademarking your business’ unique marks, such as business name and logo, and patenting inventions, are two common ways of protecting your business’s intellectual property. However, intellectual property is not limited to those two areas. Trade secrets and confidential information should also be protected as far as possible.

When customers come to the company website, they need to be informed of their rights and obligations with respect to the business’ intellectual property. An intellectual property lawyer is the best person to speak to when drafting the ‘Intellectual Property’ clause of your Sales Terms and Conditions.

What are the limits on the extent of Intellectual Property?

When drafting this clause with an IP lawyer, it’s important to make it very obvious to any user of the company website the extent of your business’ intellectual property. For example, the wording of the clause should begin with ‘Intellectual Property includes but is not limited to:’ to ensure that the intellectual property rights of the business are not limited.

What provisions should be included?

Provision 1: All present and future rights to intellectual property including inventions and improvements, trade marks (whether registered or common law trademarks), patents, designs, copyright, any corresponding property rights under the laws of any jurisdiction.

Your IP lawyer should make sure he or she is drafting to cover every area of intellectual property, whether registered or not. On top of this, have your IP lawyer draft the terms so they cover all other property rights that may pertain to your business in other foreign jurisdictions.

Provision 2: All rights in respect of an invention, discovery, trade secret, secret process, know-how, concept, idea, information, process, data, formula, or work product.

As you may be aware, intellectual property comes in many forms. Trade secrets and company know-how is extremely valuable, and is utilized by many businesses. One such example would be the Coca-Cola Company and their secret recipe – a well-kept trade secret that has lasted decades! Get your IP lawyer to include all such forms of intellectual property into your ‘Intellectual Property’ clause. While the protection of a concept or an idea will certainly be more difficult to enforce than copyright or trademark rights, including this into the provision will strengthen any infringement case you might bring against a user of the company website for breach of this provision.

Provision 3: All work products developed in whole or in part by [your business]

This seems quite obvious, although should be explicitly drafted into the term by your IP lawyer for certainty. It will go towards protecting your business against unsuspecting users of your company website looking to make use of your products, for example through counterfeiting.

How do you protect the company branding?

As with the company products, the branding of the company should be protected in this provision. This is easily achieved by having you IP lawyer include a clause that reads: ‘[Your business] owns all Intellectual Property rights in the products and company branding, as between us and you.’

Conclusion

Protecting your intellectual property is perhaps more valuable than the intellectual property itself. Give yourself peace of mind by having an IP lawyer help you draft this clause into your Sales Terms and Conditions. If you’re after some professional guidance on how to go about this, contact LegalVision on 1300 544 755 and speak with one of our IP law specialists today.

Lachlan McKnight

Ask Lachlan a Question

If you would like further information on any of the topics mentioned in this article, please get in touch using the form on this page.