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Intellectual Property

Legal Counsel for Philanthropy and the Nonprofit Sector

Information and resources on nonprofit law & regulation

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Intellectual Property

Even in this age of aggressive fund raising and increased product sales, many organizations are unclear of the rights they may hold in "intellectual property" (copyrights, trademarks, published materials, research, work processes, methodologies, and other trade secrets).

The most common omissions in this area are: Lack of copyright notice on publications and other disseminated materials; lack of any ownership notice or use restrictions on domain names and Web site information; and lack of forethought and negotiated understandings in hiring consultants, authors, and other organizations as to rights and ownership. The latter, even among larger organizations, is especially common.

The following is an example of a simple provision to include in a contract that goes a long way in protecting your organization's valuable assets:

"Ownership and Rights. (Your) Nonprofit Organization, Inc., shall own all and exclusive right, title, and interest in the work throughout the world, including copyrights, domain names, trademarks, and all other intellectual property rights in the work. The work shall be deemed to be a work-for-hire under the Copyright Act of 1976, Title 17 U.S.Code, and (Your) Nonprofit Organization, Inc., shall be deemed to be the author."

Putting such a standard provision in your contracts is helpful to clarify from the outset the rights and expectations of the parties. Even if it leads to longer negotiations about ownership, it is generally better to address these issues up front, before either party has tried unilaterally to make commercial or other use of the property.

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