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Glass Onion: Not an Atypical Intellectual Property Dispute

(TL;DR; Use Qindari to prove you created intellectual property.)

Glass Onion is the Netflix hit sequel to Knife’s Out. It’s a Clue-like murder mystery where, “World-famous detective Benoit Blanc heads to Greece to peel back the layers of a mystery surrounding a tech billionaire and his eclectic crew of friends.”

(Spoiler Ahead)

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It’s a familiar story in Silicon Valley: Co-founders fight over intellectual property. Over drinks, two people draw out the diagram for their big idea on a napkin. The two people become founders and start a company. The company becomes wildly successful. Greed rears it’s ugly head triggered by an ethical issue. The situation evolves into a legal dispute over who created the intellectual property and threatens the company existentially.

In Glass Onion, a founder dispute results in one founder, Miles Brown, attempting to force the other, Andi Brand, out of the company. Andi goes to court claiming she can take half the company because she created the core Intellectual Property evidenced by the napkin. Unfortunately for Andi, she had misplaced the napkin and thus cannot present it as evidence in court. She loses the case when no one would corroborate her claim that she created the IP on the napkin. After the case, Miles “finds” the napkin — rather he reproduces the drawings on new napkin claiming it to be the original. Andi later finds the original napkin and thinks she can re-open her case to re-claim her interests. Because her napkin is stamped with the logo of the “Glass Onion” (the bar that they were at when the diagram was created) and Miles’ fake does not, she thinks this is “proof” that her’s is legit. However, when Miles is confronted with the evidence, he dramatically torches the napkin with a lighter and destroys it. The key evidence Andi thought she has was destroyed.

While this is great entertainment, could simple steps have been taken to prove the ownership of the IP? At Qindari (www.qindari.com), we do — this is a one of the use cases we consider — protecting intellectual property.

If Andi had taken a picture of her napkin and uploaded it to Qindari, she would have preserved the evidence. Further, because Qindari timestamps all uploads, Andi would have proof when she created it (or at least when she uploaded it). Finally, Qindari computes a digital signature of the image that Andi would have uploaded, to provide some security against “photoshopped” doctoring. Minimally, Andi would have some evidence the she create the IP and when — losing the original napkin, or having it destroyed would be of less consequence. Andi would have been able to prove she was the rightful creator of the Intellectual Property.

Would all of this hold up in court? There is an urban legend that a screenwriter can create a “poor man’s” copyright by mailing their screen plays to themselves. This would give the screenwriter some protection that they are the legitimate creator of their work and secure some rights to it. The postmark on the envelope “proves” when the screen play was written. (Presumably, not opening the envelop is necessary to preserve this integrity.) Would this hold up as evidence in court? With regards to copyright, this isn’t necessary — one only needs to declare that their work has been copyrighted. But, it probably provides some evidence with the postmark. By uploading to Qindari, the timestamp and the signature (an RSA hash to be technical) are assigned to all documents that are uploaded. So, at least it’s proof of the work you created with an associated timestamp — it’s much better than mailing a screenplay to oneself and using the postmark as proof. As for the napkin, uploading a photo of it is certainly much better than what Andi was able to produce — which, in the end, was nothing.

Epilogue. Qindari can help with proving the legitimacy of your documents.

That said, when creating a company, all intellectual property should be assigned to the company (in exchange for some value — usually stock or stock options) at company formation. That will cleanly transfer all IP (pre-company formation) from the founders to the company (post-company formation). Of course, during the latest startup frenzy, I suspect many founders did not execute this transfer cleanly. Hence Glass Onion-type disputes may ensue. The bubble is popped, a recession is coming, and valuations are down. In good times but especially in bad, the Knifes are Out as everyone fights for money.