Contract Glossary
Intellectual Property Assignment
Definition
A clause that permanently transfers ownership of intellectual property — copyrights, patents, trademarks, or trade secrets — from the creator to another party. Unlike a license (which grants permission to use), an assignment transfers the actual ownership rights. Once assigned, the original creator no longer owns or controls the IP.
In Practice
You hire a freelance designer to create a brand identity — logo, color palette, brand guidelines. You pay $8,000 for the project. Without an IP assignment clause, the designer owns the copyright to everything they created. They can license it to you, but they could also sell similar designs to your competitor. A proper IP assignment transfers all rights to you permanently. The clause should cover all deliverables, all formats, and all future uses — including derivative works.
Example Clause
Contractor hereby irrevocably assigns to Client all right, title, and interest in and to all Deliverables, including all intellectual property rights therein. Contractor agrees to execute any documents and take any actions reasonably requested by Client to perfect, evidence, or vest in Client such rights.
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Frequently asked questions about intellectual property assignment
An assignment transfers ownership permanently — like selling a house. A license grants permission to use — like renting an apartment. With an assignment, the original creator loses all rights. With a license, the creator retains ownership and can revoke permission (depending on license terms). If you need full control, you need an assignment, not just a license.
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Create your contractThis content is for informational purposes only and does not constitute legal advice. For contracts with significant financial or legal implications, review by a qualified attorney is recommended.