Prepares founders for all intellectual property and legal readiness questions from investors. Covers IP portfolio assessment, patent strategy, regulatory risk mapping, ownership chain documentation, and vulnerability audits. Use proactively whenever a founder mentions patents, IP ownership, legal risks, regulatory compliance, product liability, who developed the technology, or any investor question about what's unique and defensible. Also trigger for "do I need a patent", "what regulatory risks apply to me", "how do I protect my IP", or preparing the IP section of a data room.
Prepares you for every investor IP and legal question. Covers 5 dimensions: uniqueness articulation, IP portfolio, legal risk mapping, protection strategy, and vulnerability audit.
Investors don't expect perfection. They expect awareness. The worst answer is "I haven't thought about this." The best answer maps your risks and shows a plan.
Investor questions: "What is unique about the company?" / "What big problem does it solve?"
Three layers of differentiation, in order of defensibility:
| Layer | What It Is | Example |
|---|---|---|
| Technical | What your technology can do that others cannot | Proprietary algorithm, unique data moat, novel process |
| Market | Insight you have that competitors missed | Underserved segment, timing advantage, distribution insight |
| Execution | How your team or approach creates compound advantages | Speed, founder-market fit, existing relationships |
The Copy Test Prompt:
If a well-funded competitor saw your product today and tried to replicate it
in 6 months, what specifically would they NOT be able to copy?
List everything they could copy easily.
List everything they couldn't — this is your real IP.
Then answer: Is your moat technical, data-based, network-based, or brand-based?
Which of these is most defensible at your current stage?
Investor questions: "What IP do you own?" / "Who developed it?" / "How are assets owned?"
| Type | Protection | Cost | Timeline |
|---|---|---|---|
| Patents (utility, provisional, design) | Filed, granted, pending | $2K–$30K | 2–4 years |
| Trademarks (names, logos, taglines) | Registered or common law | $250–$400/class (USPTO) | 8–12 months |
| Copyrights (code, content, docs) | Automatic; registration strengthens | $35–$65 | Immediate |
| Trade secrets (algorithms, processes, data) | NDAs + employment agreements | Internal cost | Ongoing |
| Domain names + digital assets | Registration | $10–$50/year | Immediate |
| Creator | Required Document |
|---|---|
| Founders | IP assignment agreement signed at incorporation |
| Employees | Work-for-hire + PIIA in employment contract |
| Contractors | Explicit IP assignment clause in every contract |
| Pre-incorporation work | Founder IP assignment retroactively covers this |
| University research | Check whether university retains rights |
Open source risk: GPL-licensed code embedded in proprietary product may require open-sourcing your entire codebase. Run an open source audit before fundraising.
List every piece of IP your company has:
- Patents (filed, granted, pending, provisional)
- Trademarks (registered, pending, common law)
- Proprietary algorithms or processes
- Unique datasets or training data
- Core codebase
- Brand assets
For each item, answer:
1. Who created it?
2. When was it created?
3. Under what agreement?
4. Is it formally assigned to the company?
5. Where is the documentation stored?
Then identify: What's the single biggest ownership gap that needs fixing this month?
Investor questions: "What legal risks do you see?" / "Product liability risks?" / "Regulatory risks?"
| Risk Type | Examples | Severity Signal |
|---|---|---|
| Product liability | Decisions affecting health, finances, safety | AI bias, data errors, security breaches |
| Regulatory compliance | Industry-specific frameworks | GDPR, HIPAA, SEC, FDA, PCI-DSS |
| Employment | Contractor misclassification, equity grants | 1099 vs W2, option grant timing |
| Contract | SLA exposure, vendor dependencies, customer terms | Unlimited liability clauses |
| Litigation | Patent trolls, competitor claims, employee disputes | Prior art, separation agreements |
| Industry | Primary Regulations | Timeline to Comply |
|---|---|---|
| SaaS / Data | GDPR, CCPA, SOC 2 Type II | SOC 2: 3–6 months |
| Fintech | SEC, state money transmitter licenses, PCI-DSS | 6–18 months |
| Healthtech | HIPAA, FDA 510(k) or De Novo | FDA: 6 months–3 years |
| AI/ML | EU AI Act (if EU market), algorithmic bias auditing | Ongoing |
| EdTech | FERPA, COPPA (if serving minors) | COPPA: immediate |
For my business: [describe product and market]
Identify the top 5 regulatory frameworks that apply.
For each:
1. Current compliance status (compliant / in progress / not started)
2. Cost and timeline to achieve compliance
3. Risk if non-compliant (fine range, market access, reputational)
4. Whether this is a blocker to fundraising or a known risk to disclose
Output as a table. End with: "The single regulatory risk most likely to concern
an investor in this business is [X] because [reason]."
Investor questions: "Are there additional patents pending or planned?"
| Value | Copyability | Strategy |
|---|---|---|
| High | Easy to copy | Patent immediately (core algorithms, novel processes) |
| High | Hard to copy | Trade secret (proprietary data, models, internal processes) |
| Medium | Easy to copy | Trademark (brand, product names) |
| Support asset | Any | Copyright registration (code, documentation) |
| Option | Cost | Timeline | What It Gets You |
|---|---|---|---|
| Provisional patent | $2–5K | File in days | 12 months of "patent pending" status + priority date |
| Utility patent | $15–30K | 2–4 years | 20-year protection once granted |
| Defensive publication | Free | Immediate | Prevents others from patenting your innovation |
| Freedom-to-operate analysis | $5–15K | 2–4 weeks | Identifies patents you might infringe |
Decision rule: If a competitor patenting your core technology would be catastrophic, file a provisional this month. If your moat is data or network effects, trade secret protection + rapid execution matters more than patents.
Investor questions: "Have any employees or partners left who may challenge these rights?"
| Situation | Risk | Fix |
|---|---|---|
| Co-founder left before IP assignment signed | They may own part of the technology | Get signed assignment retroactively or document the gap |
| Contractor built core components without IP clause | Contractor may retain rights | IP assignment agreement signed by contractor |
| University research informed the product | University may claim rights | Review university IP policy, get written release if needed |
| Previous employer IP overlap | Former employer may claim ownership | Document clean room development, get legal opinion |
| Open source GPL in proprietary code | May require open-sourcing your product | Open source audit, replace GPL components if needed |
Before your next investor meeting, verify:
[ ] All founders signed IP assignment agreements at incorporation
[ ] All employees have signed PIIA
[ ] All contractors have signed IP assignment agreements
[ ] Open source audit completed — no GPL/AGPL in proprietary core
[ ] No former employer claims on founding IP
[ ] All departed team members signed separation agreements with IP release
[ ] 409A valuation current (required before issuing any stock options)
[ ] No undisclosed equity promises or verbal agreements outstanding
skills/public/market-research/SKILL.md T-Score Defensibility Indexskills/public/gtm-strategy/SKILL.md competitive positioning statementskills/public/corporate-structure/SKILL.md (ownership chain + cap table)