A lot of peculiarities to start up a business

[Andrew Cay]

The type of business model I need is unclear

I'm currently in: Arizona
Hello! I'm Andrew.

My situation:
I don't have a lot of money or time on my hands. In fact, I've been saving to buy a name to do business under for nearly a year. I don't have a job, so it's not easy to acquire money either; I have only accumulated $120. My father can can fill in any shallow gaps though.

After that, my next problem is more along the legal side. I want to create a business, but only to sell my games under. This shouldn't be a large problem, but I keep finding myself second guessing a million things. First of all, I only want to sell my games through the mobile markets. So, if I were to make a Corporation of some sort, how could I possibly sell stock? All the assets to my process for making games are basically time and my own intellect. Should I even worry about this?

Next, I'm the only guy that is really working on my games. I don't have an graphic artist or co-programmer, but I might buy someone else's work to put in my game. That wouldn't make them a member or employee though, right? Or would it be considered a "temporary" employee? I'm not sure. But overall, I'm the main entity so I can't figure out how a LLC can benefit me like so many people and
websites suggest.

Literally, all I want to do is make a name to sell my games under. I just want to be able to legally brand my games under one common and "Catchy" name, and also with a slogan or logo.

I guess I can say I'm not exactly looking for a corporation, but I don't know how to get the basic perks (like stated above), to having a name to do business under. If all I'm doing is making games by myself and in my free time just to sell them (no secondary partnerships or stock sharing), then what should I do? I realize that there are safety precautions, like losing my personal assets, but even if I were to make an LLC I'm the only member and wouldn't that just consider me liable since I'm the only mind to the business?

note: In order to have advertisements in my game some suppliers require an employer Identification number (EIN).

P.S: Also, I do find that I want my games to be protected as well. But I think that doesn't have much to do with a company versus documents I would have to file to protect them. Apparently actual work is protected by copyright from it's first written conception, but filing it with the state would serve a stronger protection than just some files I have had.

Thank you for your time and help!

 

[FlyingRon]

I'm lost. You don't need to "buy a name" to sell games.
You don't need an LLC to sell games.
If you want to do business under a name different than yours (or any legal corporation or LLC name you have), you can register a fictitious name (also known as a DBA or TA) for $10 (online even) but even that is not strictly required.

You can contract with the artists or programmers to do work for hire for you (best to have this specifically spelled out in your contract as the law typically sides with the creator on things that are in the gray area on work for hire). You could hire them as employees. You could just license work they have done without employing or contracting with them at all. You could take them in as partners in the business. None of this is a legal issue, it's up to you to analyze what would be the best strategy.

Work is protected by copyright as soon as it is created and expressed in a tangible form. You might get additional protection by registration, but again that's not something you have to do at the outside.

 

[quincy]

I'm currently in: Arizona
Hello! I'm Andrew.
... Literally, all I want to do is make a name to sell my games under. I just want to be able to legally brand my games under one common and "Catchy" name, and also with a slogan or logo. ...


P.S: Also, I do find that I want my games to be protected as well. But I think that doesn't have much to do with a company versus documents I would have to file to protect them. Apparently actual work is protected by copyright from it's first written conception, but filing it with the state would serve a stronger protection than just some files I have had. ...

I agree with all that FlyingRon has said and will add that the catchy name under which you wish to sell your games is your "trademark." A trademark is what helps consumers distinguish your products or services from those of all others in the marketplace. This trademark can be anything you want it to be, as can your slogan or your logo, as long as none infringe on anyone else's rights (i.e., no one else is using the same or a similar name, slogan or logo to identify their same or similar company product or service).

The more unique your name is, the easier it will for consumers to recognize it as an identifier for your games and the easier it will be to protect your trademark from infringers.

Registration of a trademark is not necessary in the U.S., just as registration of a copyright is not necessary in the U.S. You gain rights in the trademark through its use in commerce and your original and creative works (your games) are protected under copyright laws once they are created (fixed in a tangible form). Although registration is not required (state registration and/or federal registration), federal registration of your trademark (see http://www.uspto.gov) and federal registration of your copyrighted games (see http://www.copyright.gov) will provide you with a presumption of ownership, and additional benefits (for example, copyright registration makes you eligible for statutory damages should your works be infringed).

Because you are new at this, it would be smart for you to sit down with a business professional in your area to go over your business plans, especially if you think you might want to work with someone to assist in the creation of the games or in the marketing of the games. You will want to have signed written agreements with those you work with that spells out the rights and responsibilities of all involved, and these contracts are best reviewed by a professional to ensure they protect all involved should a dispute over rights arise (and they might).

Free or low-cost help can often be available through colleges in your area or through your state small business administration agency.

Good luck with your game sales, Andrew.

 

[Andrew Cay]

Thank you FlyingRon and quincy,

To sum up what you guys said, and what I have researched in the time being:

I have actually done a lot more research since I've posted this topic and have learned quite a bit. First and foremost, everything you two have said is essentially what I have found. I don't need a corporation to sell games. Apparently, I'm a sole proprietorship as soon as I'm selling things under my name, but I can do business under a DBA(a.k.a.: fictitious name or TA like Ron said) . And for a slogan or image, that is considered a Trade Mark, like Quincy said.

I found that for my own preferences all I really need to do is get a DBA and a EIN. I don't have enough money for any "Marks"; definitely not enough to blow off 300+ for a chance that it may be available. So I'll just end up using the TM symbol until my games have picked up a reasonable amount of revenue.

For people making assets for my game, I think the easiest way would be to license their work- if that eliminates that task of creating payrolls.

It will work for now, even if my DBA name isn't protected and my unregistered Marks isn't either, but it will have to do for now.


Thanks for your help guys!


For a last question if we can continue here: Would I get any significant benefits at all for incorporating in my situation?

 

[quincy]

... I don't have enough money for any "Marks"; definitely not enough to blow off 300+ for a chance that it may be available. So I'll just end up using the TM symbol until my games have picked up a reasonable amount of revenue.

For people making assets for my game, I think the easiest way would be to license their work- if that eliminates that task of creating payrolls.

It will work for now, even if my DBA name isn't protected and my unregistered Marks isn't either, but it will have to do for now. ...

For a last question if we can continue here: Would I get any significant benefits at all for incorporating in my situation?

First, your understanding of trademarks is still not quite right.

You cannot use the trademark "symbol" (I am assuming you mean the ®) because that is reserved for federally registered trademarks. But you do not have to register a trademark or spend any money to have a trademark or use any symbol to have rights in the name you choose to identify your business. Your trademark is the name you use to identify your business or games (and trademarks can include slogans and logos, as additional identifiers, like N!ke and the N!ke swoosh and the "Just Do It" slogan which all identify one company's products).

You gain trademark rights in a name and a slogan and a logo by using the name and the slogan and the logo as an identifier for your product or your service. Simple as that.

For example, if I want to sell tee-shirts and I decide I want to name my line of tee-shirts "Quincy Tees," I can do that (assuming no one else is marketing tee-shirts under the same or a similar name). Once I start selling my tee-shirts under the "Quincy Tees" label, I have rights to the name Quincy Tees. Quincy Tees is my trademark and it will be what consumers will use to distinguish my tee-shirts from all other tee-shirts being sold.

Unlike the trademark symbol, which is reserved for federally registered marks, the copyright symbol (©) can be used on any creative and original works that are created, even if the copyrighted works are not registered. It is not necessary to use any symbol to have copyrights in the work, though. The symbol can be used, however, as a way to let consumers know the work is rights-protected.

You also do not have need for a license if people are helping you create parts of your game or are working to market your game. You need written and signed agreements (contracts) that outline exactly what rights they have to the work they are doing for you. If you want to retain all rights in your games, for example, your contracts would be "work for hire" contracts whereby you would pay them to do the work for you and in exchange for payment, they assign all rights in the work to you.

Although it is smart to do some research before sitting down with a professional, so you have a better understanding of what is involved in operating your business, you really SHOULD sit down with a professional to help you out with all of the contracts and details and to explain the differences between sole proprietorship and an LLC (the tax and liability issues are handled differently, for example).

Careful preparation before starting your game business is the best way to protect it from any legal issues later on, and careful preparation often requires professional assistance from someone in your area, who has access to all the facts and particulars and can advise you accordingly.

Good luck, Andrew. And thank you for the thanks.

 

[Dave1952]

Your local library has lots of books on business. Your local Community College has lots of courses on business. The Small Business Administration would be thrilled to chat with you. http://www.sba.com/arizona/ Good luck

 

[FlyingRon]

The public library often has pointers to help on Small Business startup as do some local government agencies. Googling and showing up in Internet forums is not the be all and end all in doing research in any venture. There are even whole books on starting up software companies (quite a difference from the several startups I was involved with over 25 years ago).

 

[quincy]

Here is a direct link to the Arizona District Office of the Small Business Administration, Phoenix: http://www/sba/gov/offices/district/az/phoenix

Here is a link to the Arizona Commerce Authority, with small business resources: http://www.azcommerce.com/programs/small-business-services

All counties in Arizona have small business development services. Here is a link, for example, to Pima and Santa Cruz Counties: http://mac-sa.org/sbdc/

Public libraries and community colleges are both great resources to check out. While internet research is a great starting point, person-to-person communication is often the best way to get the advice and direction and mentoring you need to start and run a successful business.