Legal Question in Business Law in New York

As a franchise attorney, I can answer your question in a two words. It's called a "nondisclosure agreement." If you don't use one, then your proposal or idea is free. Don't do that. Consult with a good business or franchise attorney in your area for specific advice in drafting the appropriate nondisclosure agreement.

Mr. Franchise - Kevin B. Murphy, B.S., M.B.A., J.D.

Franchise Attorney

Franchise Foundations APC

Though, my colleague is correct that a non-disclosure agreement would be needed, a bare NDA alone may not necessarily protect you against the use of your proposal by the company. A more extensive non-disclosure and non-use agreements should be entered into detailing, among others, the requirement that pay is expected if the proposed ideas are adopted by the company.

A recent example involves the "Chihuahua� character that was pitched to Taco Bell in the 90s and rejected by it. A few years later, Taco Bell�s ad agency ended up using a Chihuahua in an ad campaign and the Court found a contract breach after the pitch documents contained legal language that the pitch is conditioned on payment for use if adopted. (BTW, the creator won a $42 million judgment).

You should also consider filing for a copyright if you are creating actual samples for added protection (after a cost/benefit analysis).

Roman R. Fichman, Esq.

www.TheLegalist.com

212--337--9837

Disclaimer: This posting has been written for educational purposes only and was not meant to be legal advice and should not be construed as legal advice. You should always consult an attorney admitted to practice in your jurisdiction for specific advice.