Startup website ready to launch but contract dispute

[smoothlaw14]

Hey everyone,

This is my first post to please bear with me! Here's my hypothetical situation:

I am a sophomore in college, and me and my acquaintance (Bob) had an idea to create a meme voting site. So, I bought the website for about 80$. Then I designed the idea for the site, the layout, the Photoshop mockups, and programmed the HTML, Javascript, and CSS for each of the site's pages.

However, I didn't know how to do some of the server-side PHP programming. So Bob invited his friend (Josh) to help with the project. Josh helped write a couple lines in the HTML, and tried to design the database. He took over 3 weeks past the deadline, and was unsuccessful so Bob hired a programmer to program everything for about 130$. Josh helped me guide the programmer, but that's about all Josh has done.

Now, the site is ready to go live, and I'd really like to put it in my resume. However, to make sure we don't get sued for any inappropriate pictures people upload, I believe we have to file as an LLC. So initially, we agreed on 70% me, 15% Bob and Josh each. However, they later disputed and now they want 25% each. Since I did almost all of the work, and I don't need these two people since they are useless, I want to file the LLC by myself and launch the site. I would just cease contact with them. Can I do this, or can they take legal action?

We don't have any contracts or signed agreements in place.

 

[Michael Wechsler]

This is a bit of a mess, sorry to hear about your problem. Understand I have no idea of the details of your agreement. I am taking a small set of facts and forming a basic opinion that may only be taken as that, no more no less.

(1) One does not need to file as an LLC to be protected from images that are infringing of copyright. To be within the DMCA "safe harbor" one needs to follow the general rules and guidelines that are contained within the Digitial Millennium Copyright Act (DMCA) which are not exactly spelled out. In short, you need to respond quickly to takedown notices - there is more but that's a summary of the gist of it and not the rest, such as also registering a copyright agent as well.

(2) You may not want to use any of their work and simply pay $150 on your own to do your own thing and solve your problem entirely. Perhaps that can be a buyout of your partners, since it only cost them $135, you'll give them $150 and call it over. That is the cheapest and most efficient way possible. I am guessing that you're just working on exploiting a meme and the only thing left is the domain name.

(3) Who owns the domain name? I assume you do. If so, you have leverage in the unlikely event of a lawsuit but the buyout suggestion can leave you free and clear. You'll certainly need a good agreement.

That said, if you want the site to launch and have work that has been created by someone else or funded by someone else, then you should be able to figure out what you can't do. Good luck.