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An old friend of mine suggested that I develop a piece of software so we can sell it. He has the contacts, and I am technical with no contacts. I have now finished the project, and he now needs to start selling. What should I have in mind incase he wants to steal from me. He funded the hardware costs and part of the software costs. I am not sure he will be open about how much he sells. Please advise. |
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Enter into a formal agreement now. Ideally this should have been done at the beginning. Before you start collaborating. Even if you're friends, or very good acquaintances, make a formal agreement stating the terms of the collaboration. Who owns the IP, how much share each of the members have, conditions for buying out the other member, the terms of the collaboration etc. Beyond that, the collaboration should be based on trust. Why collaborate with somebody you don't trust? You're just going to spend time second guessing their decisions, instead of focusing on the product. After entering into a formal agreement I wouldn't spend too much time on this. If something goes awry, you have the legal document that both members have to abide to. I definitely suggest approaching a layer with this. They're in a position to understand better what all the gotchas are with your specific collaboration. |
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It's a matter of trust. As a simple measure, you may ask him for an email trigger to be put in the fullfillment chain as soon as the software is sold. That email will contain details of a product sold, price at what it was sold and other details that you may want. In case you tend to get suspicious, do a random test transaction. |
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If I were you I would build a form of licence functionality into the software, so that the software will function only if it holds a current licence. Depending on the software, this could use a licence server that you have control over. Also, keep source code and only distribute binaries so you have control over any further development to the software (if it is in a compiled language). |
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What contract or agreement do you have in place? By default, you own your software, so your friend can't sell it to anyone without your consent (it would constitute copyright infringment). So you have something he needs, and so does he. Time to negotiate. |
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You should have an LLC or some type of corporate entity, and you both should be assigning the IP over to the entity. "Intellectual Property Assignment Agreement" is the document you would use. You should both be signing "Proprietary Information and Non-Competition Agreements", which prohibit you both from competing with the entity. |
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You may be benefited by reading The Book of Agreement. It is sad that after doing all this work you are now thinking about your partner stealing from you or not being open. In whatever manner you treat someone, that is likely how they will show up. Treat some one with distrust and assume they are out to screw you, and that is what you are likely to get. Treat them with trust and respect, you are more likely to get the same treatment in response. |
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