Dear Gentlemen,

I was approached by a software developer recently who asked me to become his partner and start a new software development company. The deal is that I finance him and he will create the business software (based on Microsoft SQL Server) which we will both sell together when its complete. I contacted a lawyer to draft a partnership agreement which will protect my rights as an investor and we also agreed that I make payments to him on a monthly basis and in return I will get a copy of the software in progress (Microsoft Visual Studio file) which he calls the "source code". I don't know anything about creating databases or source codes or any of the technical things that revolve around creating a software, so I'd like to understand a little more to make sure that I'm not being duped. My questions are as follows:

1. How can I be sure that the copy which he is giving me is truly the developer copy without any limitations or limited access to any key part of the program?
2. Is there a way that he can license key the program that he's giving me and therefore has the ability to deactivate it from his home at any point he wants?
3. Is there any way that he can make this source code useless at any point he wants remotely?

I appreciate any help I can get from you and any other advice that you might have for me. It sounds like I have trust issues (maybe I do), but since I don't know the person very well I prefer to be on the safe side until our relationship develops as we do business together and eventually earn each others trust.