Business Software Copyright and Ownership

Dear Rich: I developed an Excel Workbook for use by business brokers. I have allowed business brokers in our parent company to use this Excel pricing model. I filed a copyright on the software and received a trademark on the name for the software. I have also used a third-party compilation software to compile the program so I can set an expiration date, EULA, etc. The program now requires a registration key that is locked to a specific computer. My question is what right do I have regarding the copies of the Excel version that are being used by people in our parent company? Can I require them to destroy the Excel files and use the compiled (executable) version? I'm so glad you asked. Assuming that you developed the software in the course of your employment, then your company owns the copyright under work made for hire rules. And assuming you are using the standard definition of "parent company," there's a strong possibility that the parent owns the assets of your subsidiary company, including the intellectual property. So, under those facts, you would not be in a position to tell them what to do with the software (since they would own it).

If you created the software independently -- for example, before working for your current employer (or if you signed an agreement that granted you ownership of the software rights) -- you would own the copyright. Keep in mind, registration of your copyright does not prove that you own the underlying work; it creates a presumption of validity and ownership. The Dear Rich staff cannot advise as to the copyrightability of software code embedded in the formulas of an Excel spreadsheet. As far as the trademark goes, you acquired a federal registration on the Supplemental Register under your own name in 1999, not your company's name.  (As you may be aware, the Supplemental Register provides limited trademark rights.) Since the Dear Rich staff does not know all of the dates and facts regarding your case, we recommend that you contact a lawyer to look at your paperwork before you assert rights against your parent company.