Submitting an Invention to a Corporation

The other day I had an opportunity to contact Harley-Davidson Motor Co. about an invention.  The invention involves an idea for a new motorcycle windshield.  Not only did I act as the patent attorney for that idea, I also happen to be the inventor too.

It was very interesting to see how H-D responded to my request.  They immediately sent me a document entitled: “Idea Submission Agreement for Submitting Ideas to Harley-Davidson Motor Company.”  I was told that without signing this agreement, H-D had no interest in hearing about my invention.

The terms of the Agreement are quite straightforward, and I would assume that the Agreement’s terms are pretty similar to terms you would find coming from any other large corporation.  If you happen to own a U.S. Patent or have filed a patent application for the idea you are submitting, nothing in the Agreement is really too daunting.  H-D is happy to consider your idea.  If they want to use your invention, they will negotiate with you to either license your patent or buy it from you in full.

The trouble begins if you do not have a patent on the idea you submit.  In that case H-D’s Agreement takes on a different tone:

Absent the identification by you of patent rights or copyrights in your submission, any decision regarding compensation for your submission, even if it is used, shall be in Harley-Davidson’s sole and exclusive discretion.  Your submission of materials, which are not the subject of valid patent rights or copyrights , to Harley-Davidson constitutes your dedication of such materials to Harley-Davidson Motor Company for its use in any manner without compensation to you except as volunteered by Harley-Davidson Motor Company in its sole and exclusive discretion.

In other words, if you submit your idea without first obtaining patent protection, you are in fact voluntarily giving your idea to H-D outright.  The only promise you will receive in return is that H-D will compensate you for your idea at H-D’s “sole and exclusive discretion.”  That doesn’t sound good.  Although I cannot speak about H-D specifically, one can imagine that most corporations will not volunteer to pay out money when they don’t have to.  Most corporations are just not that generous.

Fortunately, my submission was in the form of U.S. Patent and I can sleep well knowing that neither H-D nor anyone else can legally use my idea without seeing me first.  We will see if H-D likes the idea enough to go to the next step.