Legal Considerations for Indie Game Developers
Most indie game developers are swamped by their many different hats and obligations, whether it be development, marketing, QA, or browsing stack overflow in the middle of the night. As such, most don't have the energy or time to consider the legal side of the business, and if they do, it usually just creates anxiety and a sense of being overwhelmed. But getting the legal foundations right early can save months of rework, protect your studio’s most valuable assets, and make future publishing deals, investments, or distribution a lot easier. While no article could possibly hope to cover everything, this guide aims to highlight and explain some of the key legal issues indie game developers may run into and should consider, and when it makes sense to speak with a lawyer who understands video games.
Form a studio before you build
While it may seem obvious to some, having a limited liability company ("aktiebolag" in Swedish) limits your personal liability and gives you a clean entity to own the game’s intellectual property (IP), sign contracts, and receive revenue as well as a vehicle for everyone to collaborate. This goes for solo developers as well: In addition to limiting liability, tax benefits, and creating separation of professional and personal, it's also the case that publishers, contractors, payment providers and other entities which you will encounter typically prefer contracting with a company. If there are several shareholders, having a shareholders agreement in which you regulate terms between the different owners is a key component of making sure everyone is treated fairly, before a lot of money is involved.
Lock down IP ownership from the start
IP is king when it comes to video games: code, art, music, narrative, characters, UI, trademarks, and the game title, among others. One of the most common (and avoidable) problem for indie game developers is unclear ownership when freelancers, friends, or contributors help.
Assignment agreements: Anyone who creates assets (programmers, artists, composers, writers, etc.) should sign a written assignment so the studio owns the deliverables outright. “We paid for it” or “we’re all friends” is not enough. Get it in writing. At the very least you need to have an unlimited license for all created materials, which also needs to be in writing. This is typically regulated in a contractor agreement of some sort.
Open-source/code licenses: If you use open-source libraries, confirm the license terms (e.g., MIT, Apache, GPL) and how they affect distribution and commercialization. Some publishers and investors are especially concerned with open-source materials, so make sure to log all use of open source.
Game engine and tool licenses: Unity, Unreal, Godot and other middleware, as well as content creation tools, typically come with licensing terms (revenue caps, seat limits, attribution). Make sure to take heed to those terms and to not use licensed products outside their license, since they can kill the launch of the game if they feel their product is not being used in accordance with their agreements or policies.
Be careful with third-party assets and AI
Using marketplace assets, fonts, or music saves time, but typically comes with license terms (per seat, per title, redistribution limits). Save invoices and license files so you can prove compliance to platforms, publishers and future investors.
AI-generated content: Policies in this area are evolving, especially copyright regulations. Focus on:
Clear license terms for training data and outputs
The right to use outputs commercially
Handling of prompts and privacy
Avoiding infringement by style-mimicking or trademark confusion
One of the major issues with using AI in your work currently is that it is unclear whether such works enjoy copyright protection. For e.g. generic textures, lack of copyright may not pose an issue (though consider the risk of PR backlash), but for anything more specific and unique, losing copyright on designs can be devastating. When in doubt, ask a lawyer early instead of trying to gain compliance retroactively.
Pick and protect your game’s name
Your game’s name is both brand and legal risk. Two steps reduce those risks:
Clearance search: Check for existing trademarks and close name collisions in the same field (video games, entertainment, merchandising). Also scan storefronts (Steam, PlayStation Store, Nintendo eShop, App Store, Google Play). Trademarks typically operate on the principle of "confusingly similar", which is not as clear-cut as it may seem, since it's a combination of several factors. Being cautious is not a bad strategy. There are also specialized services which search databases for existing, registered trademarks.
Trademark registration: If the name is clear and you plan to market seriously, consider a trademark application for your key territories and classes (typically entertainment/software). It’s far cheaper than a rebrand at launch. Remember that trademark registration can take several months (years, in the case of some markets such as the U.S.), so don't postpone your application to the week before launch.
Contracts you actually need
Even very small teams benefit from a short, clear contract stack:
Founder/Shareholder agreement: Roles, IP assignment, vesting, decision rules, and what happens if someone leaves.
Contractor/freelancer agreements: Scope, milestones, acceptance, IP assignment, moral rights waivers (where applicable), confidentiality, and payment terms.
Employment agreements: If one or more of the founders are employed rather than shareholders, or the studio is planning on taking on a couple of employees, having legally compliant employment agreements is extremely important to avoid misunderstandings and future (expensive) litigation.
NDA (non-disclosure agreement): Use with potential publishers, co-dev partners, and early testers who see sensitive builds.
Publisher/financing agreements: Watch for IP ownership (keep it with the studio if possible), recoup terms, marketing control, milestone definitions and dates, QA standards, porting rights, and sequel/remaster options, including whether options are rights to negotiate or matching rights.
Music licensing: If you license tracks, secure commercial and streaming rights worldwide and confirm soundtrack rights if you plan a separate OST release. Music contains several different types of rights, so simply gaining e.g., performance rights is not sufficient. Note that music is different from sound design and falls under different regulations, in particular with regards to copyright.
Online features mean policies and compliance
If your game collects personal data (accounts, analytics, crash logs, multiplayer), you’ll likely need:
Privacy Policy: Explain what you collect, why, who you share it with (analytics/hosting), and how users can contact you or exercise rights. Regulations differ somewhat by region.
Terms of Service/EULA: Set user rules, content restrictions, refund/chargeback handling, moderation powers, and limits of liability.
Age-appropriate design and kids’ data: If your game targets children or has a young audience, additional rules may apply (e.g., parental consent, profiling limits).
Community guidelines: If you support UGC/mods, define what’s allowed, takedown processes, and how you’ll handle takedown notices from third parties.
Align your policies with platform requirements and/or mobile store guidelines. If you plan on having a publisher/distributor, they will almost always handle these considerations.
Marketing, influencers, and assets
If you send keys or pay creators, ensure they disclose the relationship (e.g., “ad,” “sponsored,” “gifted”) as required by advertising rules on the relevant platform. To limit liability, it is best to handle this through an influencer agreement. Control the use of your trademarks and provide press kits with approved logos and footage to reduce accidental misuse (where possible; free-form streaming or the like is more difficult to control). Make sure any influencer contract assigns/licenses rights to the content you plan to re-use and includes disclosure and brand-safety clauses.
Ratings and accessibility
Plan ahead for ratings (e.g., PEGI/ESRB) if you’re releasing on consoles or retail. Build time into your schedule for questionnaire submissions and content edits. Consider accessibility expectations (subtitles, color-blind modes, remapping) both for player experience and to meet platform guidelines.
Prepare for due diligence
A lot of the above points indirectly serves to fulfill this purpose: Publishers and future investors, as well as (in some cases) platforms and payment providers will run checks before signing with you. Keep a folder with essential information, such as:
Company formation documents
Cap table and founder agreements
IP assignments and contractor agreements
Licenses for engines, middleware, and third-party assets
Open-source use
Trademark filings and clearance notes
Privacy Policy, Terms of Service/EULA, community guidelines
Having these will help you in most publisher and investor deals and will put larger commercial operators at ease.
When to speak to a video game lawyer
You don’t need a lawyer for every minor decision, but it’s wise to get help when:
Signing publisher/distribution agreements (or other major agreements)
Deciding on your studio or game name/trademark
Hiring contractors, co-dev partners or additional employees
Implementing online features that collect personal data
Responding to or issuing a takedown notice or infringement claim
A lawyer who understands video games and the realities of indie development can help you pick practical, studio-sized solutions rather than industrial-grade overkill and ensure that the most important things are handled correctly.
Lawyers are always at their best when they're proactive rather than reactive: it's a lot easier to limit or eliminate risk before anything happens than it is to limit or eliminate damage once something goes wrong (as well as being cheaper in the long-run).
