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Let's turn to some practical issues. Big problem.

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What encounters if you're starting up a business is getting assistance from other people.

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There may be all sorts of reasons why you need other people involved.

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You may need some extra technology from somebody. You don't have all the means.

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You don't have the manufacturing facilities. Perhaps. Maybe you need some scientific help.

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Maybe you don't have enough money. You need to check costs of somebody. Maybe you need to get investment from somebody so you can fund development.

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Maybe you need someone to help you sell it. That's all.

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There any of these things? May involve telling somebody about your development.

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Uh. And it's dangerous. Basically, if you could avoid collaborating, you probably want to do it on your own.

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But let's assume you have to go into collaboration. Well, the most dangerous phase is before the project starts.

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You've got to choose a partner. And this is really common sense in many ways.

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You should rely on your instincts. I know lots of cases where people have started up businesses with wholly unsuitable partners who have stolen that,

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the the invention or whatever else that they're trying to exploit.

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And they've spent most of their time trying to get the rights back again.

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So very important to choose somebody who you believe is reliable.

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And we're going to come to this in a little more detail. But you need to protect your position during negotiations.

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So in deciding, you know, discussing whether to to form a partnership for somebody else or to involve them,

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you really need to make sure that if you tell them something, they can't just use it for their own benefit.

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They've got to get involved with you. It's very important if you're setting out on the road,

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especially if you're sharing technology with people that you identify who owns the rights and what.

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Some cases will be obvious. Also, there'll be occasions when the rights belong to somebody entirely different.

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So there may be third parties who have rights that you have to clear up first.

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So it's worth spending a bit of time to straightening things out at stage during the product.

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The project. You need to decide who's responsible for what. Who's got to do what and when.

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There'll be arguments about milestones in development, etc., etc.

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And at the end of the thing, maybe it'll go on for a very long time.

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But everything comes to an end. You need to decide how the assets are going to be distributed.

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And it is remarkably similar to people getting married. The the divorce it's there's going to be one can be incredibly difficult to resolve.

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Now, as I say, the most dangerous time is when you start to have discussions.

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Now. Some years ago, a chap called Mr. Seaga.

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Invented a thing called a carpet gripper.

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These are the things you put round the edges of the room to fix carpets down.

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And he had a patent on it. He went to see a company called Copy Decks and said, Would you be interested?

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And they had long negotiations and they said, No, we don't like this particular copy, gripper.

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He said, okay, well, actually, you don't like the patented one.

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What about this one? And he showed them a totally different design.

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But there was no patent on it. And they said, no, not interested.

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Some time later, he found out that copy decks.

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The people we been negotiating with had obtained a patent and the patent was for the second type of copy gripper,

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which you tell them during the meeting. He sued them?

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No, there was no nondisclosure agreement.

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Nothing at all. The story is more or less as I've just told you.

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And in court the copy decks people said well yes, yes we realised confidential but so what.

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Oh you know, is it. Oh really. Some sort of legal obligation.

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We didn't know there's a legal issue here. We just thought it, you know, it's just politeness confidential.

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The court said. No, it's quite clear from the circumstances,

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from the fact that you were negotiating with Mr. Seager to set to see whether this unpainted invention might be useful to you.

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And you knew it was confidential and therefore you shouldn't use it without his permission.

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So the court. Told them that they had to pay Mr. Seaga damages equivalent to the value of the patent it obtained, so as a case of no agreement.

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But she still had rights of action. Now, I don't advise that people do that because it may work in some cases, may not in others.

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So if you get a non-disclosure agreement right at the beginning, that that is the thing you should do.

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And this can be very simple,

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can be one paragraph will simply say that we are going I'm going to disclose to you certain information and you identify it.

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And that this is only you agree. That is only to be used by you for the purposes of deciding whether to enter into an agreement with me.

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It doesn't give you any other rights. You just use it for evaluation.

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Now. Always useful to get those if you can. Some people don't like them.

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Some people refuse to accept them. But some people will sign.

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And even if they don't, you may still be able to prevent them using information you've told them.

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But probably not the best thing to do. So what do you do if you think you're not going to be able to get a non-disclosure agreement, a non NDA?

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Well. Do you need it? Well, it all depends some extent on what you tell them.

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If you think you've got a patentable invention, think about Mr. Sega and copy tax file your patent application first.

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Then you can rely on that. You don't have to rely on confidentiality.

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Secondly, the fact you filed an application will prove what information you had at a particular time.

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So if it's patentable, do that first. If you can't do that, I really don't advise that you tell them all about your development.

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What you can do is say, like, if you're Mr. Dyson and you're trying to get someone to help him with the development of his hand dryer,

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he would say, I've developed a hand dryer which is much more efficient, which can dry people's hands in 15 seconds.

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Are you interested? You don't tell them how it's done. Now that might be enough to get people involved.

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But if you feel you have to tell them everything, I think I would just go somewhere else.

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So some important rules. You have to be rigorous.

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Don't get carried away by enthusiasm. You know everybody everybody I know who's come up with a a new development.

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Really desperate to get it onto the market. They can't wait.

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But you really have to sit on your hands. You really need to take care.

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And just be cautious before you start doing anything.

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Work out what sort of traction you can get, whether it's registered designs with patents or whatever.

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Just work out what protection you've got before you do anything.

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And don't make the mistake quite a lot of companies make, which is they file a patent application.

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They've done that. They forget about it. What?

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They fail to recognise that since they followed it, they have gone on and developed improvements to it or they've changed it.

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But they've forgotten about that. They shoot. They've got patent protection.

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That's fine. But in fact, they then find out the patent protection is wholly inadequate.

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So you have to constantly review it. If you make changes to your product or process or business.

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Then you've got to think about improving your patent protection, filing other applications, or to design protection or whatever.

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One thing that is I'm going to finish very shortly.

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One thing that you should also be very careful about is making sure, especially if you buy patterns from other people,

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as that you register your title, make sure you're registered as the owner.

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And I had a case some time ago. Somebody bought a business.

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There are patents in the name of another group company. They bought the patents.

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They didn't register themselves to the new proprietors. Until four or five years later, they tried to get a license agreement with somebody else.

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And these people said, you're not the owner.

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We look to the patent register somebody else and they go back and they find the company from which they bought it had gone into liquidation.

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It had disappeared. So they had the most awful trouble showing that they were the owners.

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Simple things like if you if you're developing a new process.

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Do set in place. Security procedures limit the people who have access to it, keep records of who's seen it, and a case where wait.

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A process relating to production of food products which was stolen.

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It was offered to another company. And we knew it had been stolen, but we didn't know who.

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But we knew it was one of maybe a dozen people.

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So bit by bit, we found out who it was. So don't be in a position you may say, well, a lot of people have seen it.

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I don't know. But. And you hope this.

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Things go wrong.

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A little aphorism here, little quotation, the judge 100 more years ago who said what a dreadful thing it is to be involved in a patent case.

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Lose business, lose your own family. Almost appalling.

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And this is one of the problems with small companies that patent cases particularly are very, very expensive or can be very, very expensive.

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They can cost you millions of pounds. Now things have improved.

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And of course, try and negotiate your way out of difficulties.

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If you have to enforce your rights, you have a choice. And I'll just mention one on the Electoral Property Enterprise Court, which is new.

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It's just specifically designed for entrepreneurs, people in small way business.

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And it will deal with smaller, less complex intellectual property cases.

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And there's a limit on the legal costs. That's the other side can get out of you.

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If you if you don't when you show limitations on damages, you can get.

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But it is actually very, very useful, very informal.

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And it's solving the problem that that judge spotted 100 years ago.