I saw her biz plan... can I be sued?

**cooling1018** · 06-29-2008 02:12 PM

I have an opportunity to launch a locally-based website this week. Problem is, this was a project that I and my friend had been talking about doing for years. But she wants to invest in programmers, writers, office space, etc. first before even starting on it.

Both of us had the idea for this website independently, but when she came up with a business plan, I piggy-backed my ideas onto hers. Now I've come to realize that I disagree with her business plan. You don't need to be $80,000 in debt to launch a website that I already have set up and ready to go, and we should launch it now before someone else does.

There's 2 reasons I'm in a hurry to release it -- 1) I have word that someone else is going to launch a prototype of a similar website on Wednesday, and 2) I have 2 months left in this town before I head off to school for another year. My plan is to move back here when I have my degree.

The 2 reasons I'm hesitant to release it -- 1) I have seen her business plan and while I have a completely different way of going about it, I don't know if that's enough to stop a possible lawsuit, and 2) on a personal level, I feel like I'm betraying her trust, even though a) this is business and this is competition, and b) this is an idea I've had ever since high school, before we met up and "piggy-backed," so to speak.

Thoughts? Advice? I want to not only be legal about this, but ethical too. Problem is, I just don't see the reason why I should wait to launch my dream website until she gets her corner office remodeled.

**zharlene** · 06-29-2008 03:33 PM

How long would it take until she's ready to launch it? I believe both of you will have to sort of meet each other half way if you're in this together. If she doesn't like your way and you don't like hers then do something you can both agree on. Otherwise you're better off doing 2 separate things.

Cheers.

**teomabanta** · 06-29-2008 03:41 PM

I don't see any legal or ethical issues with this. This is not friendship talk, its business, and if she's mature enough then she should understand. It seems like she is dragging you, sounds like partnership is not the way to go with this, you should precede with your own decision and plan..... But that's if you are being honest, saying that you disagree with her ideas and plans, because you taking her ideas would really be unethical... But other than that, business is business.

**cooling1018** · 06-30-2008 12:05 AM

Thanks for the feedback. It's going to take about 6 months for her to even get started on the organization of the business, much less launch the website. Since we think alike about the content of the site, many of our independent ideas have paralleled each other. I don't really think she'd sue me but I was wondering if there was any legal way to prove that these were indeed my ideas as well. I've seen her business plan so it makes sense that someday, if we have a huge falling out and she wanted to take me for a ride, she can just say that I stole her trade secrets and prove that she sent me her biz plan.

I don't ever want to think this on someone who is my very good friend, but I'm also seeing why it's not a good idea in general to be business partners with friends or family. But as another commenter said, business is business, and one should never underestimate the competition.

Having said that, since both our sites would be similar, competition would serve neither of us, it would just divide the web traffic for similar content and double the amount of marketing. The ideas to compromise: 1) I start my site and when she's ready with hers, we merge, or 2) There's a way that I can make my site more a niche than hers. We're talking it out right now, but since our business styles are so different I'm leaning towards 2.

**JLeezer** · 06-30-2008 12:54 AM

She'd have a horribly difficult time suing you and winning. She could sue you and tie you up in court for a while, but probably wouldn't win anything. Last time I checked, if someone tells you something, it is on them to make sure you don't use it to compete against them. This sounds much more like an ethics question than a legal question. If you feel you've done everything you can to make the situation right without competing with her, then go for it. Just do it right or she's going to have a big "I told you so" waiting for you.

**JohnnyBudZ** · 06-30-2008 01:37 AM

Absolutley not, enless you have signed some sort of NDA ( Non-disclosure agreement)

Otherwise, no.

**pboychuk** · 06-30-2008 01:47 AM

This is why I keep my mouth shut, How could she sue you, thats like someone suing you for stealing their invention, when they don't have a patent.

**paul2145r** · 06-30-2008 02:56 AM

Well, it all depends where your morals lie. Very few individuals that are not cut-throats make it to the top. Look at Apple and Microsoft- If Bill hadn't done exactly what you're talking about doing now, he never would have succeeded. Once again- how will it make you feel in the long run?

On a personal level, I would try to never screw over my friends. After everything is gone, who will be there for you? Work out a compromise, or launch your website in a different area, and simply tie in to the area you are talking about. There is a peaceful way to resolve this -- no matter what you don't want lawsuits sapping away your time and your money.

**bizdev** · 07-06-2008 11:42 PM

Anybody can sue anybody else for just about anything. The question is can she win if she does sue? Not likely.

Your website will be copywrited so you're covered there.

I'm not clear on just how formal your partnership is. If all you two have done is talk and "plan" and you turned around and created a business totally different from your "friend's" business plan, then you didn't steal her business plan. You came up with your own business.

**just1guy** · 07-07-2008 09:33 AM

Others have answered the question directly and I agree that there is no legal reason why you can't proceed. I have one small comment on your rushing to market. Be sure you have all your T's crossed and I's dotted on the web site and concept and create a solid growth plan. The first to market is not always the one that wins. Ebay wasn't the first auction site, MS Office wasn't the first productivity package, and the PC wasn't the first computer. I have not seen your concept so I can't speak to it, but before rushing in think the growth plan through. If you do get some success $80K, if she gets it, can build a big competitor.

**JLeezer** · 07-07-2008 11:27 AM

Originally Posted by just1guy

Others have answered the question directly and I agree that there is no legal reason why you can't proceed. I have one small comment on your rushing to market. Be sure you have all your T's crossed and I's dotted on the web site and concept and create a solid growth plan. The first to market is not always the one that wins. Ebay wasn't the first auction site, MS Office wasn't the first productivity package, and the PC wasn't the first computer. I have not seen your concept so I can't speak to it, but before rushing in think the growth plan through. If you do get some success $80K, if she gets it, can build a big competitor.

Excellent points, just1guy!

**Aletheides** · 07-16-2008 07:33 PM

It's funny when you read things like this and find out later that the website idea was totally retarded in the first place and would've never went anywhere anyway.

I'm not saying this is true for this situation, but more often than not it is.

**capforge** · 07-16-2008 07:52 PM

Chances are she won't ever actually do it- people that plan that hard rarely end up executing, especially when they want to invest big numbers like that. Wish her luck, and then go do your own thing.