What should I ask about who made the files a digital product shop sells?
Ask the seller to name the person behind every file the shop sells, then ask to see what that person agreed to in writing. A file the owner did not make, or cannot show a clear grant for, may not transfer to you at all, however well it sells.
Start with a simple list. Ask for every product in the shop, next to the name of whoever made it: the owner, a freelancer, a past partner, or a stock source. The shop’s best sellers matter most, so go through those first and ask how each one came to exist. Ask the seller to say how each name was found, and keep the answers in one file you can return to later.
For files made by the owner, ask whether any were built on fonts, images, templates or other material the owner only licensed. A licence for personal use is very different from one that lets the shop resell the result. Ask to see the original licence terms, not a summary of them. Also ask whether any maker has since left on poor terms. A maker who feels unpaid or uncredited can complicate things long after the sale closes.
For files made by someone else, ask for the signed agreement, the invoices and any messages that set out who owns the finished work. If there is nothing in writing, say so plainly in your notes and put it to your lawyer before going further. Ask, too, whether any maker still sells similar files elsewhere. Finally, ask about complaints. Has anyone ever said a file copied their work? Did the shop remove anything because of it? The answers show how carefully the seller has handled this over time.
Key takeaways
- Get a list of every product matched to the person who made it.
- Ask for signed agreements and licence terms, not verbal assurances.
- Ask about past copying complaints and any files taken down.
Related reading
12 pages on the same subject, grouped by topic.
Buying
Due diligence
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Selling
- Expert answerHow do I hand over my welding shop’s drawings and job files to a buyer?
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Sources
This answer is checked against primary sources. Links were last confirmed on the dates shown.
- 01Business Development Bank of CanadaGovernmentHow to conduct due diligence when buying a business
- 02Business Development Bank of CanadaGovernmentWhat are the steps to buying a business?
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