Reporting theft of intellectual property following buyout
September 9, 2016 1:28 PM Subscribe
Who would I report this to? A few stores were sold from one management company to another, no documents or employee files were included in the sale. The new management company is using a financial spreadsheet built by the original management company - they just replaced the logo.
Original employer utilizes a well-built spreadsheet to manage financials. Original employer sold off a few of its stores to another company. Second company got all employees, all hardware and equipment, but no files. Second company asked employees to send "what you normally use" to them to look at. Second company removes original employer's logo from the spreadsheet and replaces it with their own logo.
throwaway at theftatwork@gmail.com
Original employer utilizes a well-built spreadsheet to manage financials. Original employer sold off a few of its stores to another company. Second company got all employees, all hardware and equipment, but no files. Second company asked employees to send "what you normally use" to them to look at. Second company removes original employer's logo from the spreadsheet and replaces it with their own logo.
throwaway at theftatwork@gmail.com
It's on the owner of any intellectual property rights that might exist in that spreadsheet to enforce them, so I guess you'd report it to whoever might care at Original employer.
If you are the person who might care at Original employer, I'd start by asking the attorney(s) that helped you manage the sale for their recommendations about next steps (including, if they don't do this themselves, referrals to intellectual property lawyers that they trust).
Some factors to consider (if you are the person who might care), include what, if anything that spreadsheet is really "worth" (is it something that Original employer tried to sell to Second company?), or what the terms of the sale agreement say about the spreadsheet specifically. The attorneys that you consult on this will help you figure out if it is worth pursuing.
posted by sparklemotion at 1:40 PM on September 9, 2016 [1 favorite]
If you are the person who might care at Original employer, I'd start by asking the attorney(s) that helped you manage the sale for their recommendations about next steps (including, if they don't do this themselves, referrals to intellectual property lawyers that they trust).
Some factors to consider (if you are the person who might care), include what, if anything that spreadsheet is really "worth" (is it something that Original employer tried to sell to Second company?), or what the terms of the sale agreement say about the spreadsheet specifically. The attorneys that you consult on this will help you figure out if it is worth pursuing.
posted by sparklemotion at 1:40 PM on September 9, 2016 [1 favorite]
Yes, report the matter to legal counsel for Seller. Be cautious about assuming that the spreadsheet qualifies as "intellectual property" or that this is "theft." That is for Seller and legal counsel to decide.
posted by John Borrowman at 1:41 PM on September 9, 2016 [2 favorites]
posted by John Borrowman at 1:41 PM on September 9, 2016 [2 favorites]
I can almost guarantee you that there's a vague clause in the purchase agreement that, if pressed, the purchasing company can use to prove they get to use this spreadsheet. It is almost certainly not worth the selling company's time to pursue.
I'm also not sure that you could defend a spreadsheet design as proprietary in the way you could defend compiled code. I'm not even sure it's copyrightable.
In any case, there's no Bureau of Intellectual Property, you'd tell the original owner if you needed to tell someone.
posted by Lyn Never at 1:41 PM on September 9, 2016 [1 favorite]
I'm also not sure that you could defend a spreadsheet design as proprietary in the way you could defend compiled code. I'm not even sure it's copyrightable.
In any case, there's no Bureau of Intellectual Property, you'd tell the original owner if you needed to tell someone.
posted by Lyn Never at 1:41 PM on September 9, 2016 [1 favorite]
I'm also not sure that you could defend a spreadsheet design as proprietary in the way you could defend compiled code. I'm not even sure it's copyrightable.
IAAIPL (and a software engineer, for what it's worth), IANYIPL, TINLA: this is super fact-specific but I can absolutely envision scenarios in which a "financial spreadsheet" could be eligible for each of the grand slam of IP protections: copyright, patent, trade secret, and trademark.
This doesn't mean that the spreadsheet that OP is talking about is eligible for any of them, but since it's possible, Original company should consult their legal counsel if they wish to pursue the enforcement of rights.
posted by sparklemotion at 1:49 PM on September 9, 2016 [3 favorites]
IAAIPL (and a software engineer, for what it's worth), IANYIPL, TINLA: this is super fact-specific but I can absolutely envision scenarios in which a "financial spreadsheet" could be eligible for each of the grand slam of IP protections: copyright, patent, trade secret, and trademark.
This doesn't mean that the spreadsheet that OP is talking about is eligible for any of them, but since it's possible, Original company should consult their legal counsel if they wish to pursue the enforcement of rights.
posted by sparklemotion at 1:49 PM on September 9, 2016 [3 favorites]
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posted by kindall at 1:37 PM on September 9, 2016 [4 favorites]