This is my situation. I had an idea and wanted to start developing it into a product. I brought in my first "partner" which is a guy I work with on a regular basis, I kicked some ideas around with him and he gave me some ideas on features, I knew he had a marketing background and asked if he wanted to go in on the venture with me, and he agreed.
The second "partner" I brought in was a designer. I traded work for his initial design, I did programming for him and he provided the design for the website. After we concluded that deal he expressed an interest in becoming a partner and doing all design on the project.
We built a pretty cool proof of concept at which point I said that we needed a partnership agreement to continue moving forward with the project. I had a legal agreement drafted up and sent it out to both partners.
Neither "partner" signed it, the marketing guy seemed like he didn't care and that it didn't really matter all that much to him and he just dropped it. We are still friends and on speaking terms but he doesn't show any interest and we don't talk about the venture anymore.
The second partner objected because he wanted a larger share of ownership. We are no longer on speaking terms and he has basically dropped off the map.
My question is, since neither wanted to sign the agreement and haven't expressed any further interest can I safely continue the project and see what it might become, or will this be a legal nightmare if the company ever becomes profitable?
A few more details in terms of showing ownership:
- I logged the most hours to the project on development
- All monetary funding came from me personally, such as infrastructure domain purchases, legal documents and media assets
- The agreement which was not signed clearly stated that I would retain majority ownership