Need some legal advice in CA

Yes, hire an attorney.

Sorry if that's not what you wanted to see, but you're asking for professional advice, and it ain't free. Since you don't have $$, contact Legal Aid. Even though it won't be the most perfect representation you could ever have, it's better than nothing. Every attorney must take a year-long course in Contracts and a half-year course in Business Organizations (sometimes called Commercial Organizations or Commercial Paper) and the Bar exam always has questions on it. So you will be getting a level of expertise although it might not be the same as you would get with someone whose sole specialty is Contracts.

This is an asset, so it's worth protecting, yes?

Re: Need some legal advice in CA

Don't give your partner a share in your copyright if you can avoid it. That's your only asset, the only thing that you're bringing to the table. After all, your partner is bringing his expertise to this venture: will he be selling you half of that?

Your intellectual property and your partner's expertise go to the benefit of the partnership, not to the individual partners. The partners merely share in the profits of the partnership. In your position, I would license the copyrighted product to the partnership rather than give a portion of the copyright to your partner.

In any event, jespah is right: get a lawyer. You need to set up some sort of entity (partnership, joint venture, corporation), and that isn't something that you should be doing on your own.

should you wish to establish a partnership, which is apparently what fits your intended business setup, you may visit the following for some backgrounder:

http://www.articlealley.com/article_573948_18.html