Intellectual Property Licensing in a Loosely Knit Internet Organisation

We are a non-profit organisation of a few dozen people, organised through the internet, developing PC games. We create a broad range of IP: graphics, documentation, web-sites, software and technologies, each developed by any number of individuals within the organisation.

There is no legally registered corporation behind this, the closest thing to an employee roster would be the Forum Member List, or the registrant of the domain name (which is an individual team-member).

So far, the model has been "I trust you not to do stuff I wouldn't want you to do with my IP", but we'd like to make some kind of license - a legally binding something - that prevents the IP from being used outside the context of the Game without the author's consent. At the same time, the license should protect the authors right to restrict the use of the IP, and the Organisation's right to use it in the intended way, in the Game. A lot of this IP will be authored/modified by several individuals within the Organisation, so the system must be able to handle that. Also, the system should handle team members entering or leaving the organisation (esp. when leaving as a result of conflicts).

We can't use an open-source license, since we don't want to release the source of the game publicly (and how does the open-source licenses handle IP that is not source-code - documentation, graphics etc?). However, all team members must have the right to handle and modify the source.

A Bunch of Questions:
How should we organise this? Suggestions? If we register an LLC/Ltd for this Organisation, how would that affect the licenses? (As far as I've read, the team members would probably not count as employees - there is no profit or pay-offs involved) Can you point us somewhere to find information/guides as to writing the actual license?
How should one prevent lawsuits, and what can we do on this stage to prepare for them?

We're thankful for any kind of guidance - esp. from people with some legal experience.

// Simon Brenner
// simon.brenner[_at_]home.se
Received on Tue Nov 18 2003 - 22:15:45 GMT