Non-reserved business legal services
Why paying for your logo may not mean you own it, what a trade mark costs, and the ownership gaps that surface when someone finally looks.
You paid the designer's invoice eighteen months ago, and the logo is on the van, the website and the signage. You may not own it. Copyright arises automatically for the person who created the work, and it stays with them unless it has been assigned to you in writing and signed by them — so paying the invoice usually buys a licence to use the work, not ownership of it.
Employees are the exception: work created by an employee in the course of their job generally belongs to the employer by default. Freelancers, agencies and contract developers are not employees, and that single distinction is where most small-business intellectual property quietly goes missing. This guide covers what is automatic, what has to be registered and what it costs, and where the gaps turn up. It is general legal information for businesses in England and Wales, not advice on your IP.
A licence and an assignment are different things, and the difference only bites when it is too late to fix cheaply. A licence lets you use the work in the way the licence describes. That may not cover modifying it, using it in a new market, putting it on merchandise, or transferring it with the business when you sell — and if nothing was written down at all, the scope of your licence is whatever a court would later imply from the circumstances, which is nobody's idea of a plan.
An assignment transfers ownership. To be effective it has to be in writing and signed by the person assigning it. That is one short document, and it costs nothing to get signed while everyone is still on good terms and the invoice has not yet been paid. Two habits fix this permanently: check every past contract with a designer, developer or agency for a written assignment, and put an assignment clause into every future brief as routine.
There are five things worth knowing about, and the useful split is between the ones you get for free and the ones you have to go and get:
For most small businesses, two or three of those carry the entire value. The mistake is rarely failing to register everything; it is fussing over the ones that do not matter to you while leaving the one that does completely exposed.
Registering at Companies House and buying the domain gives you no trade mark rights whatsoever. Someone else can register your name as a trade mark and stop you using it even though you were trading first: prior use gives you limited defensive rights in the area where you have been trading, not a right to keep expanding under the name.
The exclusive right comes from registration with the UK Intellectual Property Office, in the classes covering what you actually sell. On the fees that apply from 1 April 2026, an application costs £205 for one class plus £60 for each additional class — which is the cheapest insurance in this guide, and worth setting against what a forced rebrand would cost you in signage, packaging and search rankings alone.
A made-up scenario written to show how the risk works, not an account of a real matter, and no outcome is being promised. A specialist coffee brand trades happily for three years, builds a following around its name, and never registers it. A larger company then registers the same name as a trade mark and tells them to stop. Having got there first counts for little without a registration or clear evidence of established rights, and the brand faces a full change of name, packaging, signage and website. Against that, an application at £205 for a single class looks like a rounding error.
A lot of what makes you money cannot be registered at all — the method, the client relationships, the pricing model, the list. You protect those by keeping them confidential and by contract: an NDA before you share anything sensitive, confidentiality clauses in employment and supplier agreements, and sensible controls over who can see what.
The practical measures do double duty. If you ever need to argue that something was confidential, it helps enormously to show you treated it that way — restricted access, clear marking, a record of what was shared and when. One limit worth knowing: no confidentiality obligation can lawfully prevent a protected disclosure about wrongdoing. Our guide to NDAs covers how to read one before you sign it.
If you make or sell physical products, two more rights matter. A registered design protects how a product looks and gives you a clear right to stop others copying its appearance; there is also an automatic unregistered design right covering shape for a limited period, but registration is stronger and far easier to enforce. Patents protect genuinely new inventions and how they work.
The trap with patents is novelty, and it is unforgiving. The invention has to still be new when you apply, so showing it at a trade fair, pitching it publicly or posting about it before filing can destroy the application outright. If there is something genuinely novel in what you have built, take specialist patent advice before you talk about it, not after the launch that felt too exciting to keep quiet.
The content and the design are copyright works, so you need to own or be properly licensed for every image, font and line of text on the site. Stock licences have limits people routinely breach — using a web-licensed image in print, or on a client's product — and ‘found it on a search engine’ is not a licence at all; rights-holders and their agents do send invoices out of nowhere. Then there is what visitors may do with your content, and how you handle their data, which is what your terms and privacy notice are for. Our guide to website terms and privacy covers that side.
IP ownership stays invisible until someone finally looks, and the someone is usually an investor's or buyer's solicitor. Then the gaps that never mattered day to day become the thing holding the deal up: an unassigned logo, code a former contractor still owns, a brand nobody registered, a first version built by a founder before the company existed. Fixed at the time, each is a one-page document. Fixed retrospectively, while a buyer waits and the person whose signature you need has worked out that you need it, they are slow, awkward and expensive.
A made-up scenario, not a real client. A software startup goes into due diligence for a funding round in good shape until the investor's lawyers ask to see the IP assignments. The core product was built in the early days by a contract developer on a day-rate arrangement with nothing in writing about ownership, so on the default position he still holds the copyright in the code the whole company runs on. The round stalls while a retrospective assignment is negotiated, and the developer — now well aware of his leverage — is in no hurry. A one-page assignment signed at the start would have cost nothing.
Two jobs, this week. First, list everything your business trades on — name, logo, website, code, designs, content, client list — and against each one write who created it and whether you have a signed assignment. The blanks are your exposure, in priority order. Second, if the brand is not registered and it carries real value, get the UK IPO search done before someone else applies.
If you want help with the contractual side, that is where most small-business IP is actually won and lost: written assignments from founders, employees, contractors and agencies; IP and confidentiality clauses in your employment, supplier and client contracts; and licences setting out what a customer may do with what you supply. All of it is non-reserved work. A contract review is from £249 +VAT if you want existing agreements checked for the gaps, and a terms and conditions package including IP ownership in what you produce is from £695 +VAT; assignments drafted on their own are quoted as a fixed fee agreed in writing before anything starts. What sits outside us: filing and prosecuting trade mark, design and patent applications, which is specialist work for a trade mark or patent attorney, and infringement proceedings, which are contentious and go to RHF Solicitors (authorised and regulated by the SRA, no. 324115). Send your list through the enquiry form and the first call is free.
This is general legal information, not advice on your situation. For advice tailored to your business, book a legal review. Buzz Legal provides non-reserved business legal support; reserved legal activities are carried out by RHF Solicitors, authorised and regulated by the SRA (no. 324115).
Usually not. Copyright arises automatically for the person who created the work and stays with them unless it is assigned to you in writing and signed by them. Paying the invoice buys you a licence to use the work, often narrower than you assume — it may not cover modifying it, using it in new markets, or transferring it with the business if you sell. Employees are different: work created by an employee in the course of employment generally belongs to the employer by default. Contractors and agencies do not. Check every past contract for a written assignment, and put an assignment clause into every future brief as a matter of routine.
No. A company registration at Companies House and a domain name give you no trade mark rights at all. Someone else can register your name as a trade mark and stop you using it, even though you were trading first — prior use gives you limited defensive rights in a specific area, not a right to expand. To get exclusive rights you register the name or logo as a trade mark with the UK Intellectual Property Office, in the classes covering the goods or services you actually offer. On the fees that apply from 1 April 2026, an application costs £205 for one class plus £60 for each additional class.
No. Copyright is automatic the moment an original work is recorded — there is no register, no fee and no formality — and it lasts a long time, generally the author's life plus 70 years for literary, dramatic, musical and artistic works. Trade marks and registered designs, by contrast, must be applied for through the UK IPO, and patents require a formal application and examination. The convenience of automatic copyright hides the trap: it arises for the creator, who is very often not you. That single fact is why written assignments matter more than any registration for most small businesses.
Through secrecy and contract, because there is no register for it. Trade secrets, client lists, pricing models and methods are protected by keeping them confidential and putting the obligation in writing: NDAs before you share anything sensitive, confidentiality clauses in employment and supplier agreements, and sensible controls over who can access what. Practical measures count as evidence too — if you ever need to argue something was confidential, it helps enormously to show you treated it that way, with restricted access and clear marking. One limit worth knowing: no confidentiality obligation can lawfully prevent a protected disclosure about wrongdoing.
Early, and definitely before you raise money or sell. IP ownership stays invisible until a deal puts it under a microscope, and then gaps that never mattered day to day become the thing holding everything up: an unassigned logo, code a former contractor still owns, a brand nobody registered, a founder who built the first version before the company existed. Fixing them at the time costs almost nothing. Fixing them retrospectively, while a buyer waits and the person whose signature you need has worked out that you need it, is slow, awkward and expensive. Do the assignments as you go rather than as a project.
Establish what right you actually have first. A registered trade mark gives you a clear route; without one you are relying on passing off, which requires you to prove goodwill, misrepresentation and damage, and that is significantly harder and more expensive. Gather dated evidence of your use and theirs before doing anything else. A carefully written letter often resolves it, but a badly written one carries real risk, because unjustified threats of trade mark or design infringement proceedings can themselves be actionable against you. Infringement proceedings are reserved, contentious work for RHF Solicitors (SRA no. 324115); we would prepare the ground rather than run the claim.
The contractual side, which is where most small-business IP is won and lost: written assignments from founders, employees, contractors and agencies; IP and confidentiality clauses in employment, supplier and client contracts; licences setting out what a customer may and may not do with what you supply; and NDAs where you need to share something sensitive. All of that is non-reserved work. What sits outside it: filing and prosecuting trade mark, design and patent applications, which is specialist work usually handled by a trade mark or patent attorney, and any infringement proceedings, which are contentious and go to RHF Solicitors. A contract review starts at £249 +VAT if you want existing agreements checked.
Leave your email and we will come back to you with what a review would involve and what it would cost — agreed in writing before anything starts. Buzz Legal Ltd is not a firm of solicitors; reserved work goes to RHF Solicitors, SRA no. 324115.
Clear scope · fixed fees available. Buzz Legal Ltd is not a firm of solicitors and is not regulated by the SRA.