What steps can you take to protect your intellectual property in a software development contract?

2 Identify the IP ownership

The next step is to identify the IP ownership of the software that will be developed. This means determining who will own the copyright, patent, trademark, or trade secret rights to the software code, design, features, and functionality. Generally, there are two options: you can either retain the full IP ownership of the software, or you can grant a license to the service provider to use the software for a limited purpose. The IP ownership clause should clearly state the option you choose, the duration and scope of the license (if applicable), and the transfer and assignment of rights (if any).

3 Include confidentiality and non-disclosure agreements

Another step is to include confidentiality and non-disclosure agreements (NDAs) in the software development contract. These are legal documents that bind the service provider and its employees, contractors, or agents to keep your software and any related information confidential and not disclose it to any unauthorized parties. The confidentiality and non-disclosure agreements should cover the type and extent of information that is confidential, the exceptions and exclusions, the obligations and remedies for breach, and the duration and termination of the agreements.

4 Implement security and access controls

You should also implement security and access controls to protect your software and IP from unauthorized access, use, modification, copying, or distribution by the service provider or third parties. This means using encryption, passwords, firewalls, backups, audits, and other technical measures to safeguard your software and data. You should also limit the access and permissions of the service provider and its employees, contractors, or agents to only what is necessary for the software development project. You should also monitor and review the security and access controls regularly and report any incidents or issues.

5 Register and enforce your IP rights

The final step is to register and enforce your IP rights to the software that you own or license. This means applying for and obtaining the appropriate IP registrations or certifications from the relevant authorities in your country or region. This will help you establish and prove your IP ownership and prevent or deter others from infringing or misusing your software. You should also monitor and enforce your IP rights by checking for any violations or infringements, sending cease and desist letters, or taking legal action if necessary.