Mobile app developer non-circumvention agreement
Mobile app developer non-circumvention agreement explained by mobile app expert lawyers
So you have come up with some novel ideas to develop some features for a native mobile app for IOS or Android. Assuming you cannot code yourself, you will want to start approaching coders to build the app. But how will you prevent those developers stealing your ideas or building the same or a similar app for other another business? This is a major problem for a business because you don’t want to spend thousands developing an idea only for it to copied. Obviously you have to tell a developer about your ideas for them to build the app in the first place. Also the developer will build the app with the skills and knowledge that they have acquired over the years, and these skills are transferable. You cannot restrict a developer from earning their livelihood. Naturally, I’m not suggesting that all developers are disreputable and would steal your idea if given a chance. The problem is that even if we don’t realise it, we can pick up an idea from a client and use it in another project unconsciously thinking that it was our original thought.
Here are some things to think about when dealing with a mobile app developer non-circumvention agreement.
1. GET A NON-DISCLOSURE AGREEMENT. Most reputable developers will provide you with their own non-disclosure agreement (NDA). NDAs’ cover the confidentiality of ideas. So if you are still shopping around for a developer, you can inform them of your ideas whilst managing the risk that your ideas might be stolen. The problem is that most experienced mobile app developers have heard a client has the next £million mobile app idea a thousand times. Developers don’t want to take the time to negotiate and sign an NDA only for the project not to go ahead because the client is underfunded. Alternatively, it may be that the developer does not want to restrict themselves from working with other clients by signing a NDA. Even where the developer signs a NDA, the NDA does not necessarily prevent the developer that builds the app from building the same or similar app for another business. Also you need to be careful of the other matters the standard NDA does not cover.
You should consider getting a bespoke NDA of your own. Remember template NDA’s online will be inadequate since you will be in the territory of more careful specific drafting.
Other non-legal measures you can take is to only give the developer a limited scope of the ideas until you have a binding agreement. You could also ask the developer whether they would be able to sign a bespoke NDA before entering into any negotiations with them.
2. GET A SPECIALIST INTELLECTUAL PROPERTY LAWYER. The first thing to note here is that intellectual property lawyers are not cheap. It is unrealistic to expect a specialist commercial lawyer to write you a bespoke contract for the same price as the cost to download a template agreement on the Internet. A reputable intellectual property solicitor is likely to cost you a few thousand pounds. However, that lawyer will almost certainly add several thousand pounds of value to your business. The simple fact is that the only value in a mobile app is the intellectual property value. Unless you can protect and maximise the exploitation of the intellectual property value in your mobile app idea you will have wasted thousands of pounds building the mobile app. Finally, as a lawyer who practices the drafting of intellectual property contracts, advising on intellectual property strategy and actually going to court to represent clients to enforce their intellectual property rights, I can say with confidence, that the enforcement of intellectual property rights in court only fails when the registration and protection of these rights were not done properly at the outset.
3. DO NOTHING. The chances that a mobile app developer will brazenly steal your ideas are very slim. Most reputable app developers come across hundreds of mobile app ideas very month. There is little chance that they will try to steal your idea. The cost of developing a mobile app, and the negative impact to their reputation if they were to steal your ideas would be prohibitive. However, it is more likely that even a reputable developer might unwittingly use your ideas in another project, or be asked to build an app similar to yours. Additionally, what happens when your app is launched? What have you put in place to stop your app being copied after its launch? These are issues worth thinking about.
Mobile app developer non-circumvention agreement – Conclusion
In my opinion great mobile app ideas are the easy part. If I had a penny for every time someone told me that they had the next best big idea, I would have millions by now. Like all ideas, it is the execution of the idea that creates the demand and therefore the value. You need great coding, layout, marketing, organisation, and strategy. If you want your mobile app to be successful, you need to protect and leverage the intellectual property in your great ideas. Yes, you should consider an NDA but far more important are non-compete provisions, getting concrete expressions of ideas, and protecting those expressions. You need to be realistic about funding. Building and launching a mobile app is a commercial venture. The idea is to eventually generate a profit from your investment not just to build a mobile app because that’s the current trend. Be prepared to invest realistic commercial sums in bringing your idea to market.
To book a face to face consultation for legal advice about non-disclosure, non-compete clauses, brand advice and intellectual property strategy, contact a specialist mobile app lawyer (charge rates may apply and may vary).