oday we address the second major pitfall of businesses: failure to inventory intellectual property (IP) business assets. You may find a surprise here because these assets, which you generally cannot see and are intangible, may out value “brick and mortar” business components.
The first category of IP assets are part of your business infrastructure, and so inventory is important no matter what your product or service line may be. First and foremost is your customer list which is IP under the right conditions. Similarly, your business plans contain IP, as do engineering drawings and architecture blueprints depending upon the products or services.
A second broad IP category is confidential information. Every business includes confidential information in some form or another. This category includes know-how and other proprietary information. Confidential information also abounds in infrastructure IP assets, such as your customer list, vendor/vendee list, or other data in which your business invested substantial time and money. It goes without saying that confidential information includes methods and ingredients implemented in your product or service lines.
A third IP category is partial diversification of the first two categories listed above. There is technical information for mechanical, electrical, chemical or biological inventions. There is computer software, with or without hardware, as part of your business infrastructure or your product/services. There are also trademarks, service marks and trade dress. Examples include: Coca Cola® trademarks as well as bottle shape and design. Packaging and box design, as well as building design and interior décor are also protected as trade dress under certain circumstances. For example: hamburger wrappers and the yellow arches outside each McDonald’s® restaurant can be protected as trade dress.
Today’s discussion does not address how products services or methods are best protected by patents, trade secrets, copyright registration or trademark registration. This inquiry is a separate process to be completed with an experienced IP attorney. Instead, today’s discussion focuses upon the obligation to identify and document business IP. Using the above tips, the business owner can inventory at least 70% of assets without assistance. Most importantly, a business owner who maintains an IP inventory is in a better position to (i) obtain loans from reputable lenders; (ii) commit investors; (iii) structure an exit strategy; or (iv) sell or facilitate a buyout.
Copyright 2010 Adrienne B. Naumann
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