What business contracts does a new company need?

When you set up your business, you need to immediately get your house in order. First, you need to work out what type of business you have so that you can register it correctly and arrange the right contracts.

Are you a:

  1. Sole proprietorship
    A business that is essentially one person – the owner. Income and losses are taxed on that one person’s personal income tax return.
  2. Partnership
    A business run by two or more or people together, with a view to making a profit
  3. Limited Liability
    A business whose owners are only legally responsible for its debts up to the amount of capital that they invested into the company
  4. Corporation
    A large company or group of companies authorized to act as a single entity and recognized as such in law.

Once you have that figured out and have registered the name of your company, it’s time to look at contracts for business. These have to suit the industry that you operate in; whatever your line of business is, you’ll need a certain set of contracts to ensure everything works as it should.

Privacy Policy and Terms of Use
A Privacy Policy contract is something you must have as it is required by law. It relates to data or information that you collect from your clients, customers or users, and specifies what kind of information you will collect, and what you do with it.

A Terms of Use contract (also known as Terms and Conditions) is the legal contract between a service provider (your business) and the person who wants to use your services or products (your client/customer).

A Terms of Use contract is not required by law, unlike a Privacy Policy, but it’s highly recommended that you have one as it can enable you to prevent abusive actions against your business, website, or mobile app, while limiting your own liability as to the owner of the online/offline business.

Now here’s where things get a little trickier! Every business is different from one another, and likewise every industry is too. Each industry has its own set of rules and regulations, and therefore its own set of contractual requirements and specifications.

If you have an e-commerce business, i.e. one that trades online via a website, you may also need a sales representative agreement and a wholesale agreement. Or, if you’re a coach and deliver tuition or mentoring of some kind, you will most like need a course terms contract, a 1:1 coaching contract, or a group coaching contract. And, if you’re a marketer and provide marketing services, you may also need a social media manager contract, or a marketing contractor agreement.

So as you can see, the types of business contract required vary from industry to industry. Getting the right contracts in place from the outset is vital, as it protects your business and ensures everything is being done legally.

When you start a business, it is important to be proactive and do everything you can to ensure sure that you are legally protected. At Sayadi Law, we have years of experience in business and intellectual property law, and can provide expert guidance when it comes to arranging the right contracts for you.

If you’d like to know more, then we’d be only too happy to help. Give us a call on +34 93 548 43 32 or email info@sayadilaw.com

What are the 4 types of intellectual property rights?

Having a great idea is one thing, as is coming up with a great slogan or a winning logo. However, protecting that idea or those assets as your own intellectual property is something else entirely.

Intellectual property laws (IP laws) exist to protect your ideas, your creations and your inventions from any unfair competition. But there are four types of intellectual property rights, and it’s important to know the difference.

So, to better understand which category of intellectual property rights would best suit your idea, let’s take a look at each one of the four types:

The 4 Types of Intellectual Property Rights and Protection are:

  1. Trademarks
  2. Patents
  3. Copyrights
  4. Trade Secrets

Trademarks are a form of intellectual property protection designed to protect words, phrases, symbols and slogans. To take the multi-national sportswear brand Nike for example, the brand name, the slogan ‘Just Do It’ and the Nike swoosh symbol are all trademarks of Nike Inc. Trademarks are considered to be assets that can identify or describe a specific brand or signpost where a particular product comes from.

If you’re the inventor in your family, then this is the kind of intellectual property protection that you’re after. You may have come up with a design for a new solution to a technical problem faced in the field of manufacturing, or you might have created a clever utility to make things easier in the kitchen. Whatever it is, patents are designed to protect your inventive ideas or processes and keep them safe from being stolen. With the right patent in place, you can continue to work on and improve your design or product, safe in the knowledge that you have exclusive rights on it and that nobody else can sell, use, or distribute it and claim it as their own.

Copyrights differ from patents in that the original idea or concept doesn’t receive protection, but the original work in question does – in effect, the way that the ideas and concepts are expressed. Put simply, this can include dramatic works, books and other written works, choreographed dance, music, architectural drawings, sculptures, paintings, sound recordings, photographs and computer software. Copyrights allow the creator and owner of the protected materials to control performance, adaptations, copying, public distribution and public performance of the works.

Trade Secrets
Trade secrets are pieces of information that have great value to a particular person or business and need to be kept secret. Such information could include formulas or recipes, a system, algorithm or procedure, a device or a design. A trade secret could give the person or business a competitive advantage over their rivals, and have important economic benefits too.

How can Sayadi Law protect your intellectual property?

Here at Sayadi Law, we provide a prestige level of bullet-proof intellectual property protection for clients around the world. We combine tried-and-tested methodologies with smart, modern thinking and tools to ensure that the client and their peace of mind come first every time.

Your hard work, experience and ingenuity deserve the highest level of care and attention, from people who understand you and your exact requirements.

If you’d like to know how Sayadi Law can protect your intellectual property and assets, contact us today.

The $21 million cost of counterfeit Tiffany Rings

How would you feel if you strolled into your local Costco and saw ‘Tiffany’ diamond solitaire engagement rings on sale?

Would you be excited at the prospect of being able to buy a stunning piece of jewellery from one of the world’s most exclusive brands? Or would you think to yourself, “Ah, Costco are stocking rings with a solitaire diamond set among six prongs?”

This is a key part of a years-long legal battle that is currently being fought in the U.S. between jewellery giants Tiffany & Co. and multi-national wholesale behemoth Costco. It all began on – of all days – Valentine’s Day, February 14th 2013, when Tiffany & Co. filed suit against Costco, accusing it of trademark infringement, counterfeiting and unfair business practices. There was no love lost between the two parties, as Tiffany announced that they were looking for damages in tens of millions of dollars while Costco fired back with a countersuit. They denied infringement/counterfeiting liability, asserted defences (including fair use), and sought to have Tiffany & Co’s registered trademark invalidated on the grounds that it is a generic term.

Trademark or generic term?
Costco had indeed been selling diamond engagement rings as “Tiffany” rings in their stores, and some of them were on sale for as much as $6,000, which is what led to the lawsuit. So it was in September 2015 at the U.S District Court for the Southern District of New York, that Judge Laura Taylor Swain found that Costco was indeed liable for trademark infringement and counterfeiting by using the “Tiffany” term in their stores. It was argued that by doing so, they were confusing customers into believing that the rings were produced by Tiffany & Co, despite this not being the case. “No rational finder of fact could conclude that Costco acted in good faith in adopting the Tiffany mark,” said Judge Swain at the time, while also dismissing Costco’s counterclaim and defences. Costco were required to pay $21 million in damages as a result.

But it didn’t end there. The District Court ruling was decided on summary judgement, meaning that there was no full trial and that the jury had only to decide the amount of monetary damages to be awarded to Tiffany & Co. Costco felt that they had been deprived of “the opportunity to present its case to a jury”. A key part of Costco’s argument was that the name “Tiffany” was in fact a generic term short for “Tiffany setting,” meaning a specific ring style in which a diamond solitaire is set within six prongs. Their assertion was that they were using the name in this way, to describe the type of ring, rather than suggesting or identifying the jewellery as having come from Tiffany & Co. The rings were also sold to customers in non-Tiffany branded packaging, while the jewellery itself bore no Tiffany hallmarks.

Costco bites back
As a result, the case went to the U.S. Court of Appeals for the Second Circuit and, on August 17th 2020, a three-judge panel held that the District Court decision was in error, that a jury should have been consulted, and siding instead with Costco in a 3-0 decision. The matter has now been remanded to the District Court for a new trial to decide whether the term “Tiffany” was used in a descriptive way, or whether its use was a trademark infringement. Tiffany & Co. were quoted in a statement as being “disappointed in the Court’s ruling,” and added that “we have no qualms about trying this case again, and remain confident that a jury will find counterfeiting and infringement upon retrial. The case continues.

What is a Trademark and why do I need one?

When you’ve got a big idea, you want it to flourish. You want it to grow and succeed. As you set up your business to promote and market it, you start to consider your brand. That’s where the fun begins. Getting your branding right starts with what you decide to call your business. Something that captures the spirit of what you are, what you do and how you do it. The same goes for your logo and accompanying designs, and the written content on your website and in brochures.

Register a Trademark for your product or company name

It can be very exciting to sit around a table and start firing branding ideas at one another with colleagues or friends. More often than not however, aspiring new businesses will often discover that the name or names that they choose for their brand, product or service have already been taken.

So, when you do come up with something original, you’ll want to make sure you can keep it for yourself. You’ll want to protect your rights to it. This is where trademarks come in.

Trademarks protect all kinds of things to do with branding, goods and services, and allow you to distinguish yours from those sold or marketed by others.This way, customers will know what your products or services are, and who they come from.

You can trademark names, logos, designs, words and symbols associated with your product. When you register a trademark, you’ll get the exclusive right to use it and prevent
others from using it. It also protects you so that others cannot use a similar mark, which might be confusing for consumers and could impact on future sales.

Once you have the rights to a particular mark, you then have the right to use ‘®’ to indicate that the trademark is yours. The symbol can only be used if you have the trademark registered legally; use of ® without registration is illegal.

How you register for and apply your trademark varies depending on which country or state you are based in. It might seem a daunting prospect at first, so finding the right kind of legal help for your business is vital.

At Sayadi Law, we’re global experts in Trademark Law, and can help you to navigate trademark registration. We’re a safe pair of guiding hands who work to make sure our clients always get the best deal when it comes to robust protection for your intellectual property and assets. If you have questions about trademark law and registering a trademark, then we’d be only too happy to speak to you.

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