October 13, 2026
Startup intellectual property comes in four types: trademarks (your name and logo), copyright (your code and content), trade secrets (what you keep confidential) and patents (inventions). Just as important are the contracts that make the company, not the founders or contractors, the owner. For most software startups the order of priority is ownership agreements first, then brand, then trade secrets, with patents last.
Key takeaways
Generally, the person who creates something owns it unless a written agreement says otherwise. For a startup, the company needs to own the IP behind its products, or investors and acquirers will discount it. Every founder, employee and contractor should sign a Confidential Information and Invention Assignment Agreement (CIIAA), and founders should also assign any technology they built before the company was formed. If you aren’t sure whether a person or the company owns a piece of IP, get it fixed now. See Who Owns Startup IP? and The CIIA Agreement.
A trademark protects a word, phrase, logo or other identifier that tells customers who’s behind a product or service. The point is to prevent consumer confusion. Rights are tied to the goods and services you offer, so the same name can coexist in unrelated industries. Search before you commit to a name, then file with the USPTO to get nationwide rights. See How Do Trademarks Work?
Copyright protects original works fixed in a tangible form, including source code, product copy, designs and content. Protection is automatic when the work is created. Registration with the US Copyright Office isn’t required for the copyright to exist, but you generally must register before suing over a US work, and timely registration makes statutory damages and attorney fees available. See Should My Startup File a Copyright? and Copyright Infringement.
A trade secret is valuable business information that isn’t generally known and that you take reasonable steps to keep confidential, such as a formula, an algorithm, a process or a customer list. For early startups, trade secrets are often more practical than patents because they cost nothing to create and last indefinitely. The catch is that protection disappears if you don’t actually protect the information through access controls, confidentiality agreements and need-to-know sharing. See What Are Trade Secrets?
A patent protects an invention that is new, non-obvious and useful, and the application must describe how to make and use it. Patents are expensive and slow, and most software startups don’t need one to raise money. They matter more for hardware, life sciences and deep technology. If you might have a patentable invention, talk to a patent attorney before any public disclosure. See Startup Patents: Are They Worth It?
Use an NDA when you share genuinely sensitive information with an outsider, such as a potential partner, vendor, customer or acquirer. Don’t ask investors to sign one before a first meeting. Your own team signs a CIIAA instead. See NDA: What It Means for Startups.
A license lets someone else use your IP on defined terms while you keep ownership. It’s how most software companies make money, and it’s also how you take in other people’s technology. See Startup Licensing Agreement.
Almost every startup builds on open source software, which is generally a good thing. The risk is in the licenses. Some “copyleft” licenses can require you to release your own source code if you combine and distribute it in certain ways. Keep an inventory of the open source you use and the licenses that apply, and adopt a simple policy for approving new components. See Open Source: What It Is and How It Works.
AI raises three questions for startups. First, ownership: purely AI-generated output may not be protected by copyright, and the rules for code and content made with AI assistance are still developing. Second, training data: if you train or fine-tune models, make sure you have the rights to the data you use. Third, trade secrets: pasting confidential code or customer data into a consumer AI tool that can use your inputs can undercut your trade secret protection, so use business tiers that exclude your data from training. This is a new area of law and likely to shift.
Privacy isn’t IP, but it lives next to it in diligence. If you collect any personal information, even an email list, you need a privacy policy that accurately describes what you do. About 20 states now have comprehensive privacy laws, and penalties can be significant. Under California’s law, for example, regulators can impose fines of $2,663 per violation, or $7,988 for intentional violations or those involving minors (2025 inflation-adjusted amounts). See US Data Privacy Laws, What Are the Best Practices for Data Privacy? and Does My Startup Need a Privacy Policy?
Investors’ diligence lists ask for the same things. Before a round, make sure you have:
Related: How Do I Protect My Startup Idea? · Trademark vs. Copyright vs. Patent · My Startup Has Limited Resources. How Should I Prioritize Protecting IP? · Startup Due Diligence
If you’d like help with your startup’s IP, see our flat-fee Confidential Information and Invention Assignment Agreement and Terms of Service & Privacy Policy services or contact us.
