Make sure you own the IP your staff and contractors create

Intellectual property belongs at first to the person who creates it, with one main exception: work an employee creates in the course of their job. Everything else, such as a logo from a design agency, a website from a freelance developer, or software written by a co-founder before the company existed, stays with its creator until they assign it to you in writing.

Investors and buyers check this. If the business cannot show that it owns its brand, code and designs, it can lose value or a deal.

Who owns what by default

Employees

You own what employees create in the course of their employment, but only within that scope. Work an employee does in their own time and outside their duties stays theirs. Set out each employee's duties clearly in their contract and job description, and include an intellectual property clause that confirms the business owns work created in the course of the job.

Inventions follow their own rules. An employer owns an invention only if it was made in the employee's normal or specifically assigned duties, in circumstances where an invention might reasonably be expected, or by someone with a special duty to further the employer's interests. A contract term that takes away more of an employee's rights in later inventions than the law gives you cannot be enforced against them. An employee can also apply for compensation if a patented invention brings you an outstanding benefit.

Freelancers, agencies and contractors

Paying for work does not make it yours. Before work starts, agree a written contract that assigns to your business the intellectual property in everything made for you, including drafts and source files. An agreement can assign copyright in work that does not exist yet, so the business owns it as soon as it is created. The assignment must be signed by the person or business that would otherwise own the work.

If a contractor will not assign, agree a written licence instead that sets out exactly what you can use the work for, where and for how long.

Moral rights

Authors of copyright works keep moral rights, such as the right to object to derogatory treatment of their work, even after they assign the copyright. They can give these up only in writing. Ask freelancers to sign a waiver as part of the contract if you plan to edit or adapt their work.

Co-founders and directors

Code, designs or a brand created before a company was formed belong to the individual who made them. Have each founder assign that work to the company in writing, and keep the signed assignments with the company's records.