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 We volunteered for a non profit, now who owns the intellectu 
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Joined: 2012-03-10 07:23:01
Posts: 2
A friend and I have been volunteering our professional services for a local non profit. She is a web/graphics designer and I an event planner. We recently, came up with a large fundraiser event idea, proposed it to the board of directors, and were told go for it. We planned from concept, to close-out: promo, logos, verbiage, layout, event contacts, donors, letters, sponsors, contributors, you name it, we did it all. We were very successful raising over $100,000 for the NP. Due to slanderous statements and lack of integrity with this NP organization, and overall erosion of the grop, my friend and I have decided to volunteer elsewhere. Our question is this: who owns all the work we did on behalf of the non profit? We copyrighted the logo, and purchased domaine names, so that's clear, but spreadsheets, contact lists, potential donors, volunteer lists, and all around notes on the fundraising event. Who's IP is all of this? We also found out that one the board members, hacked into out Gmail account and downloaded all our documents from this event. Do we have grounds for a lawsuit? This Non Profit has contacted their lawyer asking him to send a letter to us requesting all event materials be handed over by a certain date. Do we need to respond? Any help would be appreciated!


2012-03-10 07:36:39
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Joined: 2011-12-24 18:23:00
Posts: 104
I don't want to dissuade others from providing helpful information about the law, but your problem is a very specific one with its own special set of facts and circumstances. If this is worth it to you, you need the counsel of an experienced attorney. Both work-for-hire copyright issues and potentially unfair competition and trademark issues are implicated. The hacking issue might also involve criminal issues, depending on whose account it was and who had rightful access to it. A message board is a good place to start, but if you want your interests to be protected, you really need to get an attorney.

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2012-03-11 22:52:47
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I might also mention that ownership of logos and domain names is far from "clear" in these circumstances. Copyrights to logos may be subject to "work-made-for-hire" doctrine, and ownership to domain names could belong the other parties under agency law. If I tell my friend, "Go to the store and buy me some chips, I'll pay you for them when you get back," he doesn't get to eat the chips just because he did the buying. My friend is acting on my behalf and subject to my control in buying the chips. If he eats the chips, he could be in breach of the fiduciary duty of loyalty. (And if he delivers the chips to me all crushed into crumbs, there might be a duty of care claim!)

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2012-03-12 12:37:44
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Joined: 2012-03-10 07:23:01
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Thank you Rober KS. The work-for-hire issue should not apply as we were not hired. We merely volunteered our time along with 100 other people. It just happened that we are professionals that could handle the scope of the project ourselves. The non profit organization also never asked us to "buy the chips" (create an event) we just knew it was the smartest and most effective way to raise funds.....and it worked! I do not understand the meaning of "breach of the fiduciary duty of loyalty" or the "duty of care claim" Could you explain these phrases? Thank you for your opinions!


2012-03-12 14:48:38
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Society's response to problems of "unfaithfulness" in business matters is agency law and its two principal "fiduciary" duties, the duty of care and the duty of loyalty. (There is also often said to be a duty of disclosure, but it always arises out of either the duty of care or the duty of loyalty, depending on the circumstances.) An agent is a person or business entity acting on behalf of second person or business entity (the principal), for the principal's benefit and subject to the principal's control. An agent has to take reasonable care in acting on the principal's behalf (can't crush the chips on the way home) and can't succumb to the temptations provided by conflicts of interest and take what should belong to the principal for the agent's own benefit (can't eat the chips himself, when he was acting on behalf of the principal to procure the chips). If the agent breaches one of these fiduciary duties, the principal can sue the agent for damages. (It is only thanks to these basic concepts of agency law that employees can't go ripping off their employers at every turn, and can't fall below a certain threshold of laziness and start screwing everything up for their employers by not doing their jobs. So these laws are the very glue that holds business and society together.)

It is entirely possible for an agent to be a volunteer. Agency work can be gratuitous, i.e., can be done with the understanding that there will not be any pay involved. Barring explicit or implicit agreement to the contrary, by law the default understanding is that agents should be reasonably compensated for their efforts on behalf of their principals. But the facts of a particular case may suggest that there was an implicit understanding between principal and agent that would modify this default understanding.

So that's agency law in a nutshell and while it's a little beyond the scope of this message board as not being directly related to IP law, it could be relevant to your case. And that's why it's good to seek out a lawyer. You want someone who will be able to give you a big picture understanding. It might be very costly to jump to a conclusion that a volunteer agent owned a piece of intellectual property just because he or she conceived and developed it.

For a classic case on who owned a piece of intellectual property based on issues like the ones above, see Community for Creative Non-Violence v. Reid, and see especially the factors at the top of part B.

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2012-03-13 10:35:24
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