Confidential Report – NOT for Distribution | ©2012 by Crain Communications Inc. All rights reserved.
North America
This webinar is broadcast through your computer speakers via the audio broadcasting icon on your screen. You may adjust the sound volume by using the slide bar on the audio broadcasting icon. If you cannot access the audio, you may dial into the call by dialing 1-408-600-3600 and using access code 665 493 020 Need further assistance? Contact SIA customer service at 800-950-9496.
October 25, 201210 am PT/ 1 pm ET
IP Ownership in a Contingent World: What You Need to Know to Own and Protect Your Intellectual Property
Moderator: Barry Asin, President, Staffing Industry Analysts
Guest Speaker: Eric Rumbaugh, Esq., Michael Best & Friedrich LLP
North America
Audio for the Webinar
• Listen through your computer by turning on your speakers after you log into the event. Sound will be coming through this icon:
• Do not close this audio broadcast box.
• To increase the volume of sound coming through your computerspeakers adjust the sound bar on the audio broadcast box shown above.
• If you continue to have trouble, please submit your need for assistance in the Q&A section.
This webinar is broadcast through your computer speakers via the audio broadcasting icon on your screen. You may adjust the sound volume by using the slide bar on the audio broadcasting icon. If you cannot access the audio, you may dial into the call by dialing 1-408-600-3600 and using access code 665 493 020 Need further assistance? Contact SIA customer service at 800-950-9496.
North America
Asking Questions
• Q & A: To ask questions – use the question function on the webcast control panel
• Tech Support: If at any time you are experiencing problems with the webinar, please contact our customer service department at 800-950-9496. The webinar is broadcast through your computer speakers, if you are having trouble with the sound, please send a message to the webinar host using the question function.
• Slides: Copies of the slides used will be distributed to all attendees within 24 hours following the webinar
• Replay: A replay of the webinar will be available for CWS Council Members at www.staffingindustry.com
Q&A icon
This webinar is broadcast through your computer speakers via the audio broadcasting icon on your screen. You may adjust the sound volume by using the slide bar on the audio broadcasting icon. If you cannot access the audio, you may dial into the call by dialing 1-408-600-3600 and using access code 665 493 020 Need further assistance? Contact SIA customer service at 800-950-9496.
Staffing Industry Analysts is the global advisor on contingent work
• Over 700 firms benefit from our international research services
– 19 of the world’s 25 largest staffing firms are members – More than 60 buyers of contingent labor are members of our CWS
Council, representing over $100 billion in annual contingent workforce spend
– Customers in more than 25 countries
• Founded in 1989
– Acquired by Crain Communications ($200M media conglomerate) in 2008
– Headquartered in Mountain View, California and London, England– 80+ years of industry and advisory service experience among
executive team
©2012 by Crain Communications Inc. All rights reserved.
North America
About Staffing Industry Analysts
North America
Our CWS Council Members (partial list)
©2012 by Crain Communications Inc. All rights reserved.
Confidential Report – NOT for Distribution | ©2012 by Crain Communications Inc. All rights reserved.
7Report Name – Month XX, 2012 77North America
CWS Summit Berlin 2013
SAVE THE DATE!
www.cwssummitwe.eu
Contingent Workforce Strategies SummitMay 15-16, 2013Andel’s Hotel | Berlin, Germany
Confidential Report – NOT for Distribution | ©2012 by Crain Communications Inc. All rights reserved.
8Report Name – Month XX, 2012 88North America
CW Solutions Forum and CWSC Summit Chicago 2013
MARK YOUR CALENDAR!Fairmont Millennium Park | Chicago, IL
Contingent Workforce Solutions Forum September 10, 2013
Contingent Workforce Strategies SummitSeptember 11-12, 2013
Confidential Report – NOT for Distribution | ©2012 by Crain Communications Inc. All rights reserved.
9Report Name – Month XX, 2012 99North America
Our Speakers Today
PROPRIETARY DATA, DO NOT DISTRIBUTE OUTSIDE YOUR ORGANIZATION. Your company’s use of this report precludes distribution of its contents, in whole or in part, to other companies or individuals outside your organization in any form – electronic, written or verbal – without the express written permission of Staffing Industry Analysts. It is your organization’s responsibility to maintain and protect the confidentiality of this report.
Staffing Industry Analysts | 1975 W. El Camino Real, Ste. 304 | Mountain View, CA 94040 | 800.950.9496 | www.staffingindustry.com
Moderator: Barry Asin, President
Staffing Industry Analysts
Guest Speaker: Eric Rumbaugh, Esq.
Michael Best & Friedrich LLP
This webinar is broadcast through your computer speakers via the audio broadcasting icon on your screen. You may adjust the sound volume by using the slide bar on the audio broadcasting icon. If you cannot access the audio, you may dial into the call by dialing 1-408-600-3600 and using access code 665 493 020 Need further assistance? Contact SIA customer service at 800-950-9496.
IP Ownership in a Contingent World: What You Need to Know to Own and Protect Your Intellectual Property
Eric H. Rumbaugh, Esq.Michael Best & Friedrich LLP
100 East Wisconsin Avenue, Suite 3300Milwaukee, WI 53202-4108
This presentation is intended for general information purposes only and does not constitute legal advice. Specific questions and requests for legal advice should be addressed to legal counsel.
The Big Picture For Contingent Workers
Significant issues in transfer of intellectual property Businesses are often unprepared for issues with traditional
direct hire workers Issues are more complicated – and less well understood –
for contingent workers and ICs Managers involved in contingent worker procurement and
management should understand the big picture
Trade Secrets Defined
“Technical or nontechnical data, a formula, pattern, compilation, program, device, method, technique or process that derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by other persons who can obtain economic value from its disclosure or use.”
Must actually be a secret or subject to “reasonable efforts” to be kept a secret.
The definition drives compliance
Typical Trade Secrets
Customer Price and Purchasing History Cost and Margin data Candidate data and history Company financial history and data Marketing and Strategic Planning Information Formulas, designs or technical data
What are “Reasonable Efforts?”
Must be reasonable under the circumstances Reasonable efforts do not mean all conceivable efforts
Common “Reasonable Efforts”
Use of confidentiality/non-disclosure agreements Security precautions (locks, passwords, badgers, etc.) Circumstances of disclosure to employees Electronic communications, social networking policies Passwords “Need to know”
“Reasonable Efforts” for Contingent Workers
Often ignored “Need to know” is critical Some confidentiality duty
Vendor contract Employee acknowledgement
Real-life application
Uniform Trade Secrets Act (UTSA)
Provides remedies for misappropriation and threatened misappropriation of a company’s trade secrets by a former employee (or third party).
47 states have adopted it. Massachusetts, New York and Texas have not
Best Practices For Exiting Contingent Workers
Often ignored for contingent workers/ICs What is the worker doing? What would the best practice be for a direct-hire worker?
Exit Interview Data Preservation
E-Mail and Data Servers Remote access, print, and other logs Laptop/Desktop – when and how to image? To store? What to look for?
Best Practices For Incoming Contingent Workers
Mirror of outgoing employees Communications with supervisors about importance of
not receiving information Often ignored for contingent workers/ICs
Significant risk for portable IP
Co-Employment and Best Practices For All Contingent Workers
Consider “need to know” Consider non-disclosure obligation
Any writing Log-in
Vendor and IC contracts Co-employment issues
What Does Copyright Protect?
Original works of authorship Literary works (books, computer programs Performing arts (theater) Visual arts (sculpture, fine art) Sound records/audio-visual Architectural works
Fixed in a tangible medium
How Are Copyrights Acquired?
Protection is now automatic Registration is simple, advantageous
Establishes public record of claim Eliminates “innocent infringement defense”
Formality of Registration Has Benefits:
Prerequisite to suit Registration before infringement or within three months
of publication: Statutory damages (up to $150,000 per infringement) Costs Attorneys’ fees
Copyright Owner Has Exclusive Rights
Reproduction Distribution Display/Public Performance Creation of Derivative Works
Subject to certain defenses: FAIR USE, compulsory license
Who is the Owner? Copyright is Owned by the Author
THIS ISSUE OFTEN ARISES – WITH DEPARTED WORKERS; COMMISSIONED WORKS
Exceptions: (1) Author transfers ownership
Must be in writing (2) “Work Made for Hire”
Exceptions to Ownership by the Author
A work is “made for hire” when:(a)prepared by an employee within the scope of his/her employment, or (b)specifically ordered or commissioned for use as a contribution to a: collective work motion picture or other audiovisual work translation supplementary work compilation test or answer material, atlasNote: parties must agree in a signed written instrument that the
work is a work made for hire Author transfers ownership
Must be in writing
Works Made for Hire
Ownership does not vest in author Instead, employer is considered author and copyright
owner in the first instance Avoids ability of employee to later terminate grant of
rights
Is it a Work Made for Hire?
Courts will look at the nature of the employer-employee relationship Control by employer over the work Control by employer over the employee Status of the employer
Best Practices – Copyrights
CLARIFY IN AGREEMENT – who will own copyright, what will be the scope of license rights.
Address this anytime copyrightable work is involved
IP Ownership – Contingents and IP
State-specific IP assignment rules Who signs? Special issues for contingent workers
Confidential Report – NOT for Distribution | ©2012 by Crain Communications Inc. All rights reserved.
34Report Name – Month XX, 2012 3434North America
PROPRIETARY DATA, DO NOT DISTRIBUTE OUTSIDE YOUR ORGANIZATION. Your company’s use of this report precludes distribution of its contents, in whole or in part, to other companies or individuals outside your organization in any form – electronic, written or verbal – without the express written permission of Staffing Industry Analysts. It is your organization’s responsibility to maintain and protect the confidentiality of this report.
Staffing Industry Analysts | 1975 W. El Camino Real, Ste. 304 | Mountain View, CA 94040 | 800.950.9496 | www.staffingindustry.com
Time for Your Questions
Confidential Report – NOT for Distribution | ©2012 by Crain Communications Inc. All rights reserved.
35Report Name – Month XX, 2012 3535North America
PROPRIETARY DATA, DO NOT DISTRIBUTE OUTSIDE YOUR ORGANIZATION. Your company’s use of this report precludes distribution of its contents, in whole or in part, to other companies or individuals outside your organization in any form – electronic, written or verbal – without the express written permission of Staffing Industry Analysts. It is your organization’s responsibility to maintain and protect the confidentiality of this report.
Staffing Industry Analysts | 1975 W. El Camino Real, Ste. 304 | Mountain View, CA 94040 | 800.950.9496 | www.staffingindustry.com
Upcoming Webinars
November 15, 2012 MSP/VMS Landscape
November 28, 2012 2013 European Contingent Market Forecasts
December 13, 2012 US Legal Update
Confidential Report – NOT for Distribution | ©2012 by Crain Communications Inc. All rights reserved.
36Report Name – Month XX, 2012 3636North America
PROPRIETARY DATA, DO NOT DISTRIBUTE OUTSIDE YOUR ORGANIZATION. Your company’s use of this report precludes distribution of its contents, in whole or in part, to other companies or individuals outside your organization in any form – electronic, written or verbal – without the express written permission of Staffing Industry Analysts. It is your organization’s responsibility to maintain and protect the confidentiality of this report.
Staffing Industry Analysts | 1975 W. El Camino Real, Ste. 304 | Mountain View, CA 94040 | 800.950.9496 | www.staffingindustry.com
• Copies of the slides and a link to the audio recording will be distributed to all attendees within 24 hours following the webinar
• A replay of the webinar will be available for CWS Council Members at www.staffingindustry.com
Slides and Audio
Confidential Report – NOT for Distribution | ©2012 by Crain Communications Inc. All rights reserved.
37Report Name – Month XX, 2012 3737North America
PROPRIETARY DATA, DO NOT DISTRIBUTE OUTSIDE YOUR ORGANIZATION. Your company’s use of this report precludes distribution of its contents, in whole or in part, to other companies or individuals outside your organization in any form – electronic, written or verbal – without the express written permission of Staffing Industry Analysts. It is your organization’s responsibility to maintain and protect the confidentiality of this report.
Staffing Industry Analysts | 1975 W. El Camino Real, Ste. 304 | Mountain View, CA 94040 | 800.950.9496 | www.staffingindustry.com
THANK YOU!