What should Mr. Rogers do next? Why?
Mr. Rogers created his first board game, registered his copyrights, and submitted the title of the game for trademark protection. Mr. Rogers has also contacted several toy companies to see if they are interested in his game idea. After about two months, Mr. Rogers received a call from an executive from one of the companies, Mr. John Rubrik. Mr. Rogers set up an appointment to meet with him and discuss his project over lunch.
Several days later, Mr. Rogers meet Mr. Rubrik at his very impressive office. Mr. Rubrik-John as he's asked Mr. Rogers to call him-is very nice. He gives Mr. Rogers a full tour of the manufacturing plant, shows Mr. Rogers some of the latest projects they are working on, and even gives Mr. Rogers a few toys to take home for his daughter. After that, he drives Mr. Rogers over to a very nice restaurant for a delicious meal.
Over lunch, John tells Mr. Rogers that his company is very interested in your idea, that they think it will be a big success, and that they would like to license it from you. Mr. Rogers is, of course, interested and begins negotiating.
As it turns out, John is really easy to negotiate with. He agrees with just about all of Mr. Rogers conditions and offers a larger than expected advance on royalties with modest royalty payments after that. He even asks Mr. Rogers if he thinks the playing pieces would look nicer in antiqued metal or cast glass.
By that afternoon, you have reached an agreement on every possible detail and shake on it. John says he will send a copy of the licensing agreement to Mr. Rogers the next morning. As soon as Mr. Rogers signs and returns it, the company will issue a check for his advance.
Well, Mr. Rogers is so excited that he barely slept that night. At ten o'clock the next morning an overnight delivery package arrives at Mr. Rogers door with the contract and a prepaid return envelope. There is a friendly note from John suggesting that Mr. Rogers might consider a job with them and asking that Mr. Rogers come to them with any new ideas first. Then, Mr. Rogers takes a look at the contract.
Mr. Rogers read through it. It looks great. Everything is laid out as discussed over lunch, the money and everything else, right down to the playing pieces being made of polished glass. Then Mr. Rogers noticed a single line toward the end of the contract that says, "all rights convey to the licensee." Mr. Rogers think to himself, "it's just some standard legal jargon" as Mr. Rogers pick up his pen, but he hesitates before signing.
Mr. Rogers should immediately contact a patent attorney that specializes in copyright and trademark laws. This is because the phrase
all rights convey to the licensee
means that John Rubrik will have all the control of Mr. Rogers's product. Yet, in a contract, those words must explain whether this is for a specific period of time, or whether Mr. Rogers has basically lost every right to his creation. Therefore, Mr. Rogers can contest to the contract by asking a lawyer to add a clause that may make Mr. Rogers keep some rights to the product, or better yet, to limit the powers of Mr. Rubrik over Rogers's game.
From the generosity of the offer, it seems as if Mr. Rubrik sees the talent of Mr. Rogers as a toy and game designer and wants to keep the talent producing more products that later on will become the property of Mr. Rubrik's company. Now, it is entirely up to Mr. Rogers if he wants to give up the rights to his product; after all, the contract is generous, indeed and Mr. Rogers will have a chance to make future products. For this very reason, it is imperative that a patent lawyer is hired to delineate exactly just how much Mr. Rogers will be able to keep from his own creations, and how much he is willing to lose as far as rights.
Rights are earned through the blood, sweat, or tears of very courageous people so they should never be taken for granted. To give up a right is no different, in the long scheme of things, as giving a large amount of something that may be needed later on; in other words, giving up a right is like giving up oxygen, water, health, food. Therefore, Mr. Rogers should definitely consider giving the contract to a patent lawyer that could represent him as well as his product.