Can a co-founder/client claim ownership of designs if IP wasn't specifically signed over?

Question

I have never done this before so bear with me.

I am a Graphic Designer who started a business 3 years ago with a woman. We created and designed the whole 'program' together. Since the inception of this business, I have been titled as "Co-Founder". Because I was the Co-Founder and had no money to put into the business I did all design work (including and not limited to: photography, logos, pamphlets, business cards, posters and basically everything we needed for this business I was doing) for pretty much nothing. I had been paid in the first year or so, but a very minimal amount.

Long story short, it's gotten nasty and she is now trying to say I am not the co-founder and that all design work is hers (design work was done under the impression that I was co-founder). However, I have never signed over any IP to her, and she has not paid me in 2 years for design work. I was wondering if anyone had any advice for me? Who really owns this work, and if it became legal - am I the owner of said design?

Is there any links that I can send her to educate her on this subject?

EDIT: No contract, and I live in Canada. Ive been trying to make up some conditions and protect myself within the business, and want to say that If she doesn't meet my requirements that I will take my stuff and leave, but I need to make sure I'm actually able to do so. This is worst case scenario ... I have never wanted this to happen, and never thought it would. Thats why no contract was made up.

Answer 1

I am not a lawyer. You should really always seek legal advice from a legal professional. While other artist may have some experiences to share, they do not possess the education or experience necessary when it comes to dealing with legal matters.

Be aware that US laws protect artists and there are only 10 ways an artist can "lose" rights to their work other than specifically signing away the rights.

9 of them are here....

You may want to watch William Fisher's lecture on copyrights. Specifically Lecture 5 part 3.

If the work does not fall under these 9 areas you retain rights in all cases. The 10th way you do not retain rights is if you are an employee. In work-for-hire or employment situations the employer retains rights to all work you complete.

Again, I am not a lawyer, but my interpretation of your situation would be that in the absence of a contract, the work is yours. However, I would also think that you would not be able to simply take the work, or not allow use of it, if doing so damages the company as a whole.

Now, it sounds like she is trying to classify you as an employee. In that case, the work would be hers since it would be a work-for-hire situation.

Contracts can make life so much easier for everyone.

In the end, you really need to discuss this with an attorney.

Answer 2

IP law and business arrangements as a whole are fuzzy business. Especially without a contract.

Your predicament is going to depend on your locality, the documentation surrounding your business relationship in this endeavor, and your process and communication in delivering the artwork in question.

There are three things to learn here:

1. Never do business without a contract.
2. You always need a lawyer when things go sideways. A contract can't even spare you that.
3. A bunch of designers will do nothing to help you in legal matters ;)