[{"data":1,"prerenderedAt":535},["ShallowReactive",2],{"document-assignment-of-contributor-rights-D754":3},{"document":4,"label":23,"preview":11,"thumb":24,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":25,"breadcrumb":29,"related":37,"customDescModule":179,"customdescription":6,"mdFm":180,"mdProseHtml":534},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":15,"keywords":22},"ASSIGNMENT OF CONTRIBUTOR'S RIGHTS This Assignment of Contributor's Rights (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Contributor\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [OWNER NAME] (the \"Owner\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] RECITALS The Owner has developed a certain Website and supporting database programs commonly know and described as [DESCRIBE]. Contributor is an independent contractor of Owner and as such contributed certain items to the development of such Website which contribution consisted of [DESCRIBE]. It is the intent and desire of the parties that the Owner shall be the exclusive owner of the Website and all proprietary rights contained therein, including but not limited to all patents, copyrights and other intellectual property. NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Contributor hereby makes the following assignment to the Owner: The Contributor hereby unconditionally and irrevocably assigns all right, title and interest in and to the Website and all components thereof, including but not limited to any and all elements thereof that were the work product or creation of the Contributor, together with all of the exclusive rights of a copyright owner under the [COUNTRY] Copyright Act, the right to publish, reproduce, publicly perform, display, license, create derivative works based upon, translate, create new versions and releases, make enhancements, further develop, post online and otherwise exploit such Website.",null,"Assignment of Contributor Rights","2",34,"doc","https://templates.business-in-a-box.com/imgs/1000px/assignment-of-contributor-rights-D754.png","https://templates.business-in-a-box.com/imgs/250px/754.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#754.xml",{"title":6,"description":6},[16,19],{"label":17,"url":18},"Software & Technology","/templates/software-technology-business/",{"label":20,"url":21},"Copyrights, Patents & Trademarks","/templates/copyrights-patent-trademark/","assignment contributor rights","Assignment of Contributor Rights Template","https://templates.business-in-a-box.com/imgs/400px/754.png",[26,16,19],{"label":27,"url":28},"Templates","/templates/",[30,31,34],{"label":27,"url":28},{"label":32,"url":33},"Legal Agreements","/templates/business-legal-agreements/",{"label":35,"url":36},"Intellectual Property & Licensing","/templates/intellectual-property-and-licensing/",[38,42,46,50,54,58,62,66,70,74,78,82,86,101,118,136,150,166],{"label":39,"url":40,"thumb":41,"extension":10},"Assignment of All Rights to Photograph","/template/assignment-of-all-rights-to-photograph-D753","https://templates.business-in-a-box.com/imgs/250px/753.png",{"label":43,"url":44,"thumb":45,"extension":10},"Assignment of Intellectual Property Rights","/template/assignment-of-intellectual-property-rights-D5206","https://templates.business-in-a-box.com/imgs/250px/5206.png",{"label":47,"url":48,"thumb":49,"extension":10},"Assignment of All Rights in Computer Software","/template/assignment-of-all-rights-in-computer-software-D752","https://templates.business-in-a-box.com/imgs/250px/752.png",{"label":51,"url":52,"thumb":53,"extension":10},"Assignment of Rights in Computer Software With Reservation","/template/assignment-of-rights-in-computer-software-with-reservation-D756","https://templates.business-in-a-box.com/imgs/250px/756.png",{"label":55,"url":56,"thumb":57,"extension":10},"Rights Agreement","/template/rights-agreement-D13037","https://templates.business-in-a-box.com/imgs/250px/13037.png",{"label":59,"url":60,"thumb":61,"extension":10},"Registration Rights Agreement","/template/registration-rights-agreement-D13280","https://templates.business-in-a-box.com/imgs/250px/13280.png",{"label":63,"url":64,"thumb":65,"extension":10},"Assignment","/template/assignment-D942","https://templates.business-in-a-box.com/imgs/250px/942.png",{"label":67,"url":68,"thumb":69,"extension":10},"Employee Proprietary Rights Acknowledgment","/template/employee-proprietary-rights-acknowledgment-D539","https://templates.business-in-a-box.com/imgs/250px/539.png",{"label":71,"url":72,"thumb":73,"extension":10},"Assignment Agreement","/template/assignment-agreement-D12542","https://templates.business-in-a-box.com/imgs/250px/12542.png",{"label":75,"url":76,"thumb":77,"extension":10},"Assignment for Deed","/template/assignment-for-deed-D974","https://templates.business-in-a-box.com/imgs/250px/974.png",{"label":79,"url":80,"thumb":81,"extension":10},"Assignment of Copyright","/template/assignment-of-copyright-D755","https://templates.business-in-a-box.com/imgs/250px/755.png",{"label":83,"url":84,"thumb":85,"extension":10},"Assignment of Contract","/template/assignment-of-contract-D939","https://templates.business-in-a-box.com/imgs/250px/939.png",{"description":87,"descriptionCustom":6,"label":88,"pages":89,"size":90,"extension":10,"preview":91,"thumb":92,"svgFrame":93,"seoMetadata":94,"parents":95,"keywords":99,"url":100},"INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (\"Agreement\") is made and effective [Date], BETWEEN: [INDEPENDENT CONTRACTOR NAME] (the \"Independent Contractor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS Independent Contractor is engaged in providing [Describe] business services, its Employer Tax I.D. Number is [Insert], and its Business License Number is [insert]. Independent Contractor has complied with all Federal, State, and local laws regarding business permits, sales permits, licenses, reporting requirements, tax withholding requirements, and other legal requirements of any kind that may be required to carry out said business and the Scope of Work which is to be performed as an Independent Contractor pursuant to this Agreement. Independent Contractor is or remains open to conducting similar tasks or activities for clients other than the Company and holds themselves out to the public to be a separate business entity. Company desires to engage and contract for the services of the Independent Contractor to perform certain tasks as set forth below. Independent Contractor desires to enter into this Agreement and perform as an independent contractor for the company and is willing to do so on the terms and conditions set forth below. NOW, THEREFORE, in consideration of the above recitals and the mutual promises and conditions contained in this Agreement, the Parties agree as follows: TERMS This Agreement shall be effective commencing [Date], and shall continue until terminated at the completion of the Scope of Work which shall occur no later than [Date] or by either party as otherwise provided herein. STATUS OF INDEPENDENT CONTRACTOR This Agreement does not constitute a hiring by either party. It is the parties intentions that Independent Contractor shall have an independent contractor status and not be an employee for any purposes, including, but not limited to, [laws]. Independent Contractor shall retain sole and absolute discretion in the manner and means of carrying out their activities and responsibilities under this Agreement. This Agreement shall not be considered or construed to be a partnership or joint venture, and the Company shall not be liable for any obligations incurred by Independent Contractor unless specifically authorized in writing. Independent Contractor shall not act as an agent of the Company, ostensibly or otherwise, nor bind the Company in any manner, unless specifically authorized to do so in writing. TASKS, DUTIES, AND SCOPE OF WORK Independent Contractor agrees to devote as much time, attention, and energy as necessary to complete or achieve the following: [Describe]. The above to be referred to in this Agreement as the \"Scope of Work\". It is expected that the Scope of Work will completed by [Date]. Independent Contractor shall additionally perform any and all tasks and duties associated with the Scope of Work set forth above, including but not limited to, work being performed already or related change orders. Independent Contractor shall not be entitled to engage in any activities which are not expressly set forth by this Agreement. The books and records related to the Scope of Work set forth in this Agreement shall be maintained by the Independent Contractor at the Independent Contractor's principal place of business and open to inspection by Company during regular working hours. Documents to which Company will be entitled to inspect include, but are not limited to, any and all contract documents, change orders/purchase orders and work authorized by Independent Contractor or Company on existing or potential projects related to this Agreement. Independent Contractor shall be responsible to the management and directors of Company, but Independent Contractor will not be required to follow or establish a regular or daily work schedule. Supply all necessary equipment, materials and supplies. Independent Contractor will not rely on the equipment or offices of Company for completion of tasks and duties set forth pursuant to this Agreement. Any advice given Independent Contractors regarding the scope of work shall be considered a suggestion only, not an instruction. Company retains the right to inspect, stop, or alter the work of Independent Contractor to assure its conformity with this Agreement. ASSURANCE OF SERVICES Independent Contractor will assure that the following individuals (the \"Key Employees\") will be available to perform, and will perform, the Services hereunder until they are completed (identify by title and name as applicable): [Name of Key Employee, Title] [Name of Key Employee, Title] The Key Employees may be changed only with the prior written approval of the Company, which approval shall not be unreasonably withheld. COMPENSATION Independent Contractor shall be entitled to compensation for performing those tasks and duties related to the Scope of Work as follows: [Describe] Such compensation shall become due and payable to Independent Contractor in the following time, place, and manner: [Describe] NOTICE CONCERNING WITHHOLDING OF TAXES Independent Contractor recognizes and understands that it will receive a [specify tax] statement and related tax statements, and will be required to file corporate and/or individual tax returns and to pay taxes in accordance with all provisions of applicable Federal and State law. Independent Contractor hereby promises and agrees to indemnify the Company for any damages or expenses, including attorney's fees, and legal expenses, incurred by the Company as a result of independent contractor's failure to make such required payments. AGREEMENT TO WAIVE RIGHTS TO BENEFITS Independent Contractor hereby waives and foregoes the right to receive any benefits given by Company to its regular employees, including, but not limited to, health benefits, vacation and sick leave benefits, profit sharing plans, etc. This waiver is applicable to all non-salary benefits which might otherwise be found to accrue to the Independent Contractor by virtue of their services to Company, and is effective for the entire duration of Independent Contractor's agreement with Company. This waiver is effective independently of Independent Contractor's employment status as adjudged for taxation purposes or for any other purpose. Neither this Agreement, nor any duties or obligations under this Agreement may be assigned by either party without the consent of the other. TERMINATION This Agreement may be terminated prior to the completion or achievement of the Scope of Work by either party giving [number] days written notice. Such termination shall not prejudice any other remedy to which the terminating party may be entitled, either by law, in equity, or under this Agreement. NON-DISCLOSURE OF TRADE SECRETS, CUSTOMER LISTS AND OTHER PROPRIETARY INFORMATION Independent Contractor agrees not to disclose or communicate, in any manner, either during or after Independent Contractor's agreement with Company, information about Company, its operations, clientele, or any other information, that relate to the business of Company including, but not limited to, the names of its customers, its marketing strategies, operations, or any other information of any kind which would be deemed confidential, a trade secret, a customer list, or other form of proprietary information of Company. Independent Contractor acknowledges that the above information is material and confidential and that it affects the profitability of Company. ","Independent Contractor Agreement","6",62,"https://templates.business-in-a-box.com/imgs/1000px/independent-contractor-agreement-D160.png","https://templates.business-in-a-box.com/imgs/250px/160.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#160.xml",{"title":6,"description":6},[96],{"label":97,"url":98},"Consultant & Contractors","consulting-contractor-business","independent contractor agreement","/template/independent-contractor-agreement-D160",{"description":102,"descriptionCustom":6,"label":103,"pages":104,"size":105,"extension":10,"preview":106,"thumb":107,"svgFrame":108,"seoMetadata":109,"parents":111,"keywords":110,"url":117},"NON-DISCLOSURE AGREEMENT (NDA) This Non-Disclosure Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Disclosing Party\"), a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RECEIVING PARTY NAME] (the \"Receiving Party\"), an individual with his main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] WHEREAS, Receiving Party has been or will be engaged in the performance of work on [DESCRIBE]; and in connection therewith will be given access to certain confidential and proprietary information; and WHEREAS, Receiving Party and Disclosing Party wish to evidence by this Agreement the manner in which said confidential and proprietary material will be treated. NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","3",513,"https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":110,"description":6},"non disclosure agreement nda",[112,114],{"label":32,"url":113},"business-legal-agreements",{"label":115,"url":116},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":119,"descriptionCustom":6,"label":120,"pages":121,"size":105,"extension":10,"preview":122,"thumb":123,"svgFrame":124,"seoMetadata":125,"parents":127,"keywords":126,"url":135},"EMPLOYMENT AGREEMENT - AT WILL EMPLOYEE This Employment Agreement for \"At Will\" Employee (the \"Agreement\") is made and effective this [DATE], BETWEEN: [EMPLOYEE NAME] (the \"Employee\"), an individual with his main address at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Corporation\"), an entity organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] RECITALS In consideration of the covenants and agreements herein contained and the moneys to be paid hereunder, the Corporation hereby employs the Employee and the Employee hereby agrees to perform services as an employee of the Corporation, on an \"at will\" basis, upon the following terms and conditions: APPOINTMENT The Employee is hereby employed by the Corporation to render such services and to perform such tasks as may be assigned by the Corporation. The Corporation may, in its sole discretion, increase or reduce the duties, or modify the title and job description, of the Employee from time to time, and any such increase, reduction or modification shall not be deemed a termination of this Agreement. ACCEPTANCE OF EMPLOYMENT Employee accepts employment with the Corporation upon the terms set forth above and agrees to devote all Employee's time, energy and ability to the interests of the Corporation, and to perform Employee's duties in an efficient, trustworthy and business-like manner. DEVOTION OF TIME TO EMPLOYMENT The Employee shall devote the Employee's best efforts and substantially all of the Employee's working time to performing the duties on behalf of the Corporation. The Employee shall provide services during the hours that are scheduled by the Corporation management. The Employee shall be prompt in reporting to work at the assigned time. NO CONFLICT OF INTEREST Employee shall not engage in any other business while employed by the Corporation. Employee shall not engage in any activity that conflicts with the Employees duties to the Corporation. Employee shall not provide any service or lend any aid or assistance to any party that competes with the services offered by the Corporation. Employee shall not provide any services to clients or prospective clients of the Corporation outside of the provision of services for the Corporation, whether such services are provided with or without compensation or remuneration. CORPORATION PROPERTY Employee acknowledges and agrees that while employed by the Corporation the Employee may be provided with use of computer equipment and other property of the Corporation. The use and possession of the such items shall be subject to any policies, requirements or restrictions established by the Corporation. Such items may only be used in performance of the Employee's duties for the corporation. On request of the Corporation, the Employee shall immediately deliver any such items to the Corporation. Upon termination of employment, Employee shall have the affirmative duty to return any such item to the Corporation whether a request is made or not. The obligation to return Corporation property shall extend and include any and all work product, client property, proprietary rights, intangible property, and all other property of the corporation regardless of the form or medium. COMPENSATION The Corporation shall pay the Employee such hourly compensation as determined by the Corporation. Payment shall be at the same time as the Corporations usual payroll to other employees. BONUS & BENEFITS Payment of any bonuses shall be at the complete discretion of the Corporation. No guarantee or representation that any bonuses will be paid has been made to the Employee. Standard benefits that are provided to other non-management employees shall be offered to the Employee, subject to the Corporation's policies and the terms and conditions of such benefits. WITHHOLDING All sums payable to Employee under this Agreement will be reduced by all federal, state, local, and other withholdings and similar taxes and payments required by applicable law. QUALIFICATIONS OF EMPLOYEE The employee shall satisfy all of the qualification that are established by the Corporation. TERM OF AGREEMENT There shall be no guaranteed term of employment. Employer acknowledges and agrees that Employee shall be an \"At Will\" Employee and that Employee's employment may be terminated at any time by the Corporation, with or without cause. FEES FROM EMPLOYEE'S WORK The Corporation shall have exclusive authority to determine the fees, or a procedure for establishing the fees, to be charged to clients by the Corporation for services that are provided by the Employee. All sums paid to the Employee or the Corporation in the way of fees, in cash or in kind, or otherwise for services of the Employee, shall, except as otherwise specifically agreed by the Corporation, be and remain the property of the Corporation and shall be included in the Corporation's name in such checking account or accounts as the Corporation may from time to time designate. CLIENTS AND CLIENT RECORDS The Corporation shall have the authority to determine who will be accepted as clients of the Corporation, and the Employee recognizes that such clients accepted are clients of the Corporation and not the Employee. All client records and files of any type concerning clients of the Corporation shall belong to and remain the property of the Corporation, notwithstanding the subsequent termination of the employment. POLICIES AND PROCEDURES The Corporation shall have the authority to establish from time to time the policies and procedures to be followed by the Employee in performing services for the Corporation. This may include, but is not necessarily limited to, employment policies, computer use policies, Internet access policies, email policies, and all other policies, procedures, directives, and mandates established by the Corporation, whether or not in written form or formally adopted. Employee shall abide by the provisions of any contract entered into by the Corporation under which the Employee provides services. Employee shall comply with the terms and conditions of any and all contracts entered by the Corporation. TERMINATION Employee acknowledges and agrees that Employee is an \"at will\" employee of the Corporation. As such, no term of employment is created hereby and employee may be terminated at any time in the sole discretion of the Corporation, whether there exists any cause for termination or not. CREATIONS AND INVENTIONS Employee acknowledges and agrees that any and all work product of the Employee that is conceived or created during the Employee's employment with the Corporation is the exclusive property of the Corporation. This shall include any and all copyrights, trade secrets, confidential information, patents, trademarks, trade dress, ideas, concepts, plans, business plans, business concepts, techniques, inventions, drawings, artwork, logos, graphics, web pages, databases, software, programs, CGI's, plug ins, applications, brochures, inventions, marketing plans and concepts, and all other ideas and work product of the Employee. The Employee acknowledges and agrees that all creations shall be \"works made for hire\" as defined in the [ACT OR CODE]. Notwithstanding the fact that this material may be considered to be a work made for hire, Employee agrees, during Employee's employment and thereafter, which covenant shall survive any termination of the employment relationship, to execute any and all documents requested by the Corporation to confirm the Corporation's ownership and control of all such material, including but not limited to assignments of copyright, confirmations of work for hire status, waivers of proprietary rights, copyright application, and any other documents requested by Corporation. RESTRICTIVE COVENANTS","Employment Agreement_At Will Employee","7","https://templates.business-in-a-box.com/imgs/1000px/employment-agreement_at-will-employee-D541.png","https://templates.business-in-a-box.com/imgs/250px/541.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#541.xml",{"title":126,"description":6},"employment agreement_at will employee",[128,131,134],{"label":129,"url":130},"Human Resources","human-resources",{"label":132,"url":133},"Hire an Employee","hire-employee",{"label":32,"url":113},"/template/employment-agreement_at-will-employee-D541",{"description":137,"descriptionCustom":6,"label":138,"pages":8,"size":105,"extension":10,"preview":139,"thumb":140,"svgFrame":141,"seoMetadata":142,"parents":144,"keywords":143,"url":149},"INTELLECTUAL PROPERTY (IP) AGREEMENT This Intellectual Property Agreement (\"Agreement\") is entered into effect as of [DATE], BETWEEN: [COMPANY NAME], (\"Company\"), an individual with their main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [EMPLOYEE/CONTRACTOR NAME], (\"Party\") an individual with their main address located at OR a corporation organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] PURPOSE OF THE AGREEMENT The Parties agree to establish the terms and conditions governing the creation, ownership, and use of intellectual property developed by the Party during the course of their engagement with the Company. DEFINITIONS 2.1 Intellectual Property (IP): Any work, creation, invention, innovation, discovery, or design, whether patentable or not, and any related rights, such as copyrights, trademarks, trade secrets, and any other intellectual property rights. OWNERSHIP OF INTELLECTUAL PROPERTY 3.1 Any IP created by the Party in the course of their engagement with the Company shall be owned exclusively by the Company. This includes, but is not limited to, any IP created during working hours, using Company resources, or related to the Company's business activities. ASSIGNMENT OF IP RIGHTS 4","Intellectual Property Agreement","https://templates.business-in-a-box.com/imgs/1000px/intellectual-property-agreement-D13716.png","https://templates.business-in-a-box.com/imgs/250px/13716.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13716.xml",{"title":143,"description":6},"intellectual property agreement",[145,146],{"label":32,"url":113},{"label":147,"url":148},"Partnership Agreements","partnership-agreement","/template/intellectual-property-agreement-D13716",{"description":151,"descriptionCustom":6,"label":152,"pages":153,"size":105,"extension":10,"preview":154,"thumb":155,"svgFrame":156,"seoMetadata":157,"parents":159,"keywords":164,"url":165},"CONSULTING AGREEMENT This Consulting Agreement (the \"Agreement\") is made and effective [DATE], BETWEEN: [CONSULTANT NAME] (the \"Consultant\"), an individual with his main address located at OR a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] In the event of a conflict in the provisions of any attachments hereto and the provisions set forth in this Agreement, the provisions of such attachments shall govern. In consideration of the foregoing and of the mutual promises set forth herein, and intending to be legally bound, the parties hereto agree as follows: RECITALS Consultant has expertise in the area of the Company's business and is willing to provide consulting services to the Company. The Company is willing to engage Consultant as an independent contractor, and not as an employee, on the terms and conditions set forth herein. The Company desires to obtain the services of Consultant by means of services provided by Consultant's employees dispatched by Consultant to provide services to Company hereunder (\"Agents\"), on its own behalf and on behalf of all existing and future Affiliated Companies (defined as any corporation or other business entity or entities that directly or indirectly controls, is controlled by, or is under common control with the Company), and Consultant desires to provide consulting services to the Company upon the following terms and conditions. The Company has spent significant time, effort, and money to develop certain Proprietary Information (as defined below), which the Company considers vital to its business and goodwill. The Proprietary Information will necessarily be communicated to or acquired by Consultant and its Agents in the course of providing consulting services to the Company, and the Company desires to obtain the services of Consultant, only if, in doing so, it can protect its Proprietary Information and goodwill. SERVICES Consultant agrees to perform for Company the services listed in the Scope of Services section in Exhibit A, attached hereto and executed by both Company and Consultant. Such services are hereinafter referred to as \"Services.\" Company agrees that consultant shall have ready access to Company's staff and resources as necessary to perform the Consultant's services provided for by this contract. CONSULTING PERIOD Basic Term The Company hereby retains the Consultant and Consultant agrees to render to the Company those services described in Exhibit A for the period (the \"Consulting Period\") commencing on the date of this Agreement and ending upon the earlier of (i) [APPLICABLE DATE], (the \"Term Date\"), and (ii) the date the Consulting Period is terminated in accordance with Section 7. The Company shall pay the Consultant the compensation to which it is entitled under Section 5 through the end of the Consulting Period, and, thereafter, the Company's obligations hereunder shall end. Renewal Subject to Section 7, the Consulting Period will be automatically renewed for an additional [AGREED UPON NUMBER OF MONTHS] month period (without any action by either party) on the Term Date and on each anniversary thereof, unless one party gives to the other written notice [NUMBER] days in advance of the beginning of any [AGREED UPON NUMBER OF MONTHS] month renewal period that the Consulting Period is to be terminated, provided, that in no event shall the Consulting Period extend beyond [DEADLINE DATE]. Either party's right to terminate the Consulting Period, instead of renewing the Agreement, shall be with or without cause. DUTIES AND RESPONSIBILITIES Consultant hereby agrees to provide and perform for the Company those services set forth on Exhibit A attached hereto. Consultant shall devote its best efforts to the performance of the services and to such other services as may be reasonably requested by the Company and hereby agrees to devote, unless otherwise requested in writing by the Company, (a minimum of at least [AGREED UPON NUMBER OF HOURS] hours of service per week/or assign [AGREED UPON NUMBER OF INDIVIDUALS] individuals to provide services to the Company). Consultant shall use its best efforts to furnish competent Agents possessing a sufficient working knowledge of the Company's research, development and products to fulfill Consultant's obligations hereunder. Any Agent of Consultant who, in the sole opinion of the Company, is unable to adequately perform any services hereunder shall be replaced by Consultant within [AGREED UPON NUMBER OF DAYS] days after receipt of notice from the Company of its desire to have such Agent replaced. Consultant shall use its best efforts to comply with, and to ensure that each of its Agents comply with, all policies and practices regarding the use of facilities at which services are to be perform hereunder. Consultant agrees and shall cause each of its Agents to agree to the Acknowledgement and Inventions Assignment attached hereto as Exhibit B, and Consultant shall deliver a signed original of such Acknowledgement and Inventions Assignment to Company prior to such Agent's commencement of the provision of services for the Company. Consultant shall obtain for the benefit of the Company, as an intended third-party beneficiary thereof, prior to the performance of any services hereunder by any of the Agents, the written agreement of Agent to be bound by terms no less restrictive than the terms of Sections 2, 5, 6, and 7 of this Agreement. Personnel supplied by Consultant to provide services to Company under this Agreement will be deemed Consultant's employees or agents and will not for any purpose be considered employees or agents of Company. Consultant assumes full responsibility for the actions of such personnel while performing services pursuant to this Agreement, and shall be solely responsible for their supervision, daily direction and control, provision of employment benefits (if any) and payment of salary (including all required withholding of taxes). COMPENSATION, BENEFITS AND EXPENSES Compensation In consideration of the services to be rendered hereunder, including, without limitation, services to any Affiliated Company, Consultant shall be paid [AMOUNT], payable at the time and pursuant to the procedures regularly established, and as they may be amended, by the Company during the course of this Agreement. Benefits Other than the compensation specified in this 5.1, neither Consultant nor its Agents shall be entitled to any direct or indirect compensation for services performed hereunder. Expenses The Company shall reimburse Consultant for reasonable travel and other business expenses incurred by its Agents in the performance of the duties hereunder in accordance with the Company's general policies, as they may be amended from time to time during the course of this Agreement. INVOICING Company shall pay the amounts agreed to herein upon receipt of invoices which shall be sent by Consultant, and Company shall pay the amount of such invoices to Consultant. TERMINATION OF CONSULTING RELATIONSHIP By the Company or the Consultant At any time, either the Company or the Consultant may terminate, without liability, the Consulting Period for any reason, with or without cause, by giving [AGREED UPON NUMBER OF DAYS] days advance written notice to the other party. If the Consultant terminates its consulting relationship with the Company pursuant to Sections 2, 3 and 4, the Company shall have the option, in its complete discretion, to terminate Consultant immediately without the running of any notice period","Consulting Agreement Long","12","https://templates.business-in-a-box.com/imgs/1000px/consulting-agreement---long-D12543.png","https://templates.business-in-a-box.com/imgs/250px/12543.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12543.xml",{"title":158,"description":6},"consulting agreement long",[160,161],{"label":32,"url":113},{"label":162,"url":163},"Consulting Agreements","consulting-agreement","consulting agreement   long","/template/consulting-agreement---long-D12543",{"description":167,"descriptionCustom":6,"label":168,"pages":89,"size":105,"extension":10,"preview":169,"thumb":170,"svgFrame":171,"seoMetadata":172,"parents":174,"keywords":177,"url":178},"SERVICE AGREEMENT This SERVICE AGREEMENT (\"Agreement\") is effective [DATE], BETWEEN: [COMPANY NAME] (the \"Contractor\"), a company organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Customer\"), a company organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] (The Contractor and the Customer shall be individually referred to as a \"Party\" and collectively referred to as the \"Parties\", as the context may require). WHEREAS A. Contractor has experience and expertise in [DESCRIBE EXPERIENCE AND SERVICE]. B. Customer desires to have Contractor provide services for them. C. Contractor desires to provide services to Customer on the terms and conditions set forth herein (the \"Services\"). NOW THEREFORE, in consideration of the above recitals, the representations, warranties, and agreements contained in this Agreement and for other good and valuable consideration, the receipt and adequacy of which are now acknowledged, the Parties agree as follows: SERVICES PROVIDED Beginning on upon agreement to this contract, [CONTRACTOR] will provide to [CUSTOMER] the following service (collectively, the /Services\"): Description of the project: [DESCRIBE THE SERVICE REQUIRED]. SCOPE OF WORK Contractor agrees to provide Services pursuant to the Scope of Work set forth in Exhibit A attached hereto (the \"Scope of Work\"). TERM Unless both parties mutually agree on an extension, this contract will automatically terminate on [SPECIFY]. PERFORMANCE The parties agree to do everything possible to ensure that the terms of this Agreement take effect. PAYMENT FOR SERVICES In exchange for the Services rendered, a payment of [SPECIFY] will be made to the Contractor upon completion of the scheduled Services described in this Contract. If an invoice is not paid on the due date, interest will be added to the current balance. These amounts shall be payable, and the Customer shall pay all overdue amounts at the lesser of [SPECIFY] per cent per annum or the maximum percentage permitted by applicable law. Or Customer will pay Contractor as follows: [SPECIFY]. DELIVERY OF SERVICES The Contractor will exercise due diligence in the provision of services. However, the Customer acknowledges that the indicated delivery times and other payment milestones listed in Scope of Work are estimates and do not constitute final delivery dates. SECURITY The Contractor must make reasonable security arrangement to protect Material from unauthorized access, collection, use, alteration or disposal. OWNERSHIP RIGHT The Customer shall hold the copyright for the agreed version of the Services as delivered, and the Customer's copyright notice may be displayed in the final version. All works, ideas, discoveries, inventions, patents, products or other information that may be protected by copyright (collectively, the \"Work Product\" developed in whole or in part by the Contractor in connection with the Services, shall be the exclusive property of the Customer. Upon request, the Contractor shall execute all documents necessary to confirm or perfect the exclusive ownership of the Customer's \"Work Product\". The Contractor retains exclusive rights to pre-existing materials used in the Customer's projects. The Customer shall not have the right to reuse, resell or otherwise transfer material belonging to the contractor or third parties. The Contractor reserves the right to use the finished public product as an example of a product. RETURN OF PROPERTY Upon the expiry or termination of this Agreement, the Contractor will return to the Customer any property, documentation, records or Confidential Information which is the property of the Customer. COMPENSATION For all services rendered by the Contractor under this Agreement, the Customer shall indemnify the Contractor. In the event that the Customer fails to make any of the payments mentioned, the Contractor shall have the right, but shall not be obliged, to exercise any of the following remedies: ","Service Agreement","https://templates.business-in-a-box.com/imgs/1000px/service-agreement-D12711.png","https://templates.business-in-a-box.com/imgs/250px/12711.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12711.xml",{"title":173,"description":6},"service agreement",[175,176],{"label":32,"url":113},{"label":32,"url":113},"confidentiality agreement","/template/confidentiality-agreement-D12711",false,{"seo":181,"reviewer":192,"quick_facts":196,"at_a_glance":199,"personas":203,"variants":228,"glossary":257,"clauses":293,"how_to_fill":342,"common_mistakes":383,"faqs":408,"industries":439,"comparisons":464,"diy_vs_lawyer":477,"jurisdictions":490,"related_template_ids_curated":511,"schema":521,"classification":522},{"meta_title":182,"meta_description":183,"primary_keyword":184,"secondary_keywords":185},"Assignment Of Contributor Rights Template | Free Word Download","Free assignment of contributor rights template. Transfers IP ownership from contributors to your company — covers written work, code, designs, and creative","assignment of contributor rights template",[186,187,188,189,190,191],"contributor rights assignment agreement","ip assignment agreement template","contributor ip assignment template","work product assignment agreement","contributor agreement template free","creative rights assignment template",{"name":193,"credential":194,"reviewed_date":195},"Bruno Goulet","CEO, Business in a Box","2026-05-02",{"difficulty":197,"legal_review_recommended":198,"signature_required":198},"advanced",true,{"what_it_is":200,"when_you_need_it":201,"whats_inside":202},"An Assignment of Contributor Rights is a legally binding document in which a contributor — a freelancer, contractor, co-founder, or open-source collaborator — transfers full ownership of intellectual property they created to the receiving organization. This free Word download covers written content, software code, designs, inventions, and other creative work product, and can be executed as a standalone agreement or as an exhibit to a broader contractor or employment arrangement.\n","Use it whenever someone outside your direct payroll creates IP that your business needs to own outright — before publication, product launch, or any capital raise in which investors will conduct IP due diligence. It is also essential when bringing on co-founders, open-source contributors, or agency partners whose output will form part of your core product.\n","The template covers identification of the parties and the specific work being assigned, the scope of rights transferred (including moral rights waiver where applicable), representations and warranties on original authorship, consideration for the transfer, a power of attorney for registration, confidentiality obligations, and governing law with a dispute resolution clause.\n",[204,208,212,216,220,224],{"title":205,"use_case":206,"icon_asset_id":207},"Startup founders","Securing IP ownership from co-founders and early contractors before a funding round","persona-startup-founder",{"title":209,"use_case":210,"icon_asset_id":211},"Software development teams","Collecting signed IP assignments from open-source contributors and freelance developers","persona-software-developer",{"title":213,"use_case":214,"icon_asset_id":215},"Marketing and content managers","Transferring ownership of articles, videos, and brand assets from freelance creators","persona-marketing-manager",{"title":217,"use_case":218,"icon_asset_id":219},"Publishers and media companies","Acquiring full copyright in contributed written works, illustrations, and photographs","persona-publisher",{"title":221,"use_case":222,"icon_asset_id":223},"HR and legal operations managers","Standardizing IP assignment documentation across all non-employee contributors","persona-hr-manager",{"title":225,"use_case":226,"icon_asset_id":227},"Product managers at growth-stage companies","Closing IP assignment gaps identified in pre-Series A or Series B due diligence","persona-product-manager",[229,233,237,241,245,249,253],{"situation":230,"recommended_template":231,"slug":232},"Assigning IP created by a freelancer or independent contractor","Independent Contractor IP Assignment","independent-contractor-agreement-D160",{"situation":234,"recommended_template":235,"slug":236},"Transferring all IP rights from a co-founder to the company at incorporation","Founder IP Assignment Agreement","ip-sale-agreement-D964",{"situation":238,"recommended_template":239,"slug":240},"Assigning copyright in a specific written article or creative work","Copyright Assignment Agreement","copyright-assignment-D960",{"situation":242,"recommended_template":243,"slug":244},"Licensing rather than assigning contributor IP (non-exclusive use)","Intellectual Property License Agreement","intellectual-property-license-agreement-D13718",{"situation":246,"recommended_template":247,"slug":248},"Assigning software code contributed to an open-source or commercial project","Contributor License Agreement (CLA)","license-agreement-D1180",{"situation":250,"recommended_template":251,"slug":252},"Transferring trade secrets and confidential information alongside IP","IP Assignment with NDA","non-disclosure-agreement-nda-D12692",{"situation":254,"recommended_template":255,"slug":256},"Assigning IP from a vendor or agency as part of a work-for-hire arrangement","Work For Hire Agreement","team-work-agreement-D13888",[258,260,263,266,269,272,275,278,281,284,287,290],{"term":63,"definition":259},"A complete, permanent transfer of ownership of intellectual property rights from the assignor to the assignee — distinct from a license, which is a permission to use without transferring ownership.",{"term":261,"definition":262},"Assignor","The contributor or creator who transfers their intellectual property rights under the agreement.",{"term":264,"definition":265},"Assignee","The company or individual receiving ownership of the intellectual property rights being transferred.",{"term":267,"definition":268},"Work Product","All materials, inventions, code, designs, writings, and other output created by the contributor in the scope of their engagement.",{"term":270,"definition":271},"Moral Rights","Rights that protect the personal and reputational connection between a creator and their work — including the right of attribution and the right of integrity — recognized in Canada, the EU, and the UK but not in the US.",{"term":273,"definition":274},"Consideration","Something of value exchanged between parties that makes a contract legally enforceable — in an IP assignment, this is typically the payment already made or a nominal additional sum.",{"term":276,"definition":277},"Power of Attorney","A clause authorizing the assignee to execute registration documents (patent filings, copyright registrations) on the assignor's behalf if the assignor is unavailable or unwilling to cooperate.",{"term":279,"definition":280},"Representations and Warranties","Factual statements made by the assignor confirming they created the work independently, that it does not infringe third-party rights, and that no conflicting encumbrances exist.",{"term":282,"definition":283},"Indemnification","A clause obligating one party to cover the other's losses, costs, and legal fees if a representation or warranty proves false — here, if the assigned work infringes a third-party IP right.",{"term":285,"definition":286},"Effective Date","The specific date on which the rights transfer takes effect, which may differ from the date the agreement is signed.",{"term":288,"definition":289},"Prior Inventions","IP the contributor created before the engagement began, which they expressly exclude from the assignment — listed in a schedule to the agreement.",{"term":291,"definition":292},"Moral Rights Waiver","A contractual provision in which the creator agrees not to exercise their moral rights against the assignee — required in Canada and the UK where moral rights cannot be fully assigned, only waived.",[294,299,304,309,313,318,323,328,333,337],{"name":295,"plain_english":296,"sample_language":297,"common_mistake":298},"Parties and recitals","Identifies the assignor (contributor) and assignee (company) by full legal name, and provides background context explaining why the assignment is being made.","This Assignment of Contributor Rights ('Agreement') is entered into as of [EFFECTIVE DATE] between [COMPANY LEGAL NAME], a [STATE/PROVINCE] [ENTITY TYPE] ('Assignee'), and [CONTRIBUTOR FULL NAME], an individual residing at [ADDRESS] ('Assignor').","Using a trade name or brand name instead of the registered legal entity name for the assignee. If the entity name does not match your IP registration records, enforcing the assignment in court becomes significantly more complicated.",{"name":300,"plain_english":301,"sample_language":302,"common_mistake":303},"Description and schedule of work product","Precisely identifies the IP being assigned — the specific deliverables, code repositories, creative works, or inventions — either inline or in an attached schedule.","Assignor hereby assigns to Assignee all right, title, and interest in and to the work product described in Schedule A attached hereto, including all drafts, source files, and derivative works ('Work Product').","Describing work product in vague terms such as 'all work performed.' Courts require sufficient specificity to identify what was assigned; an overly broad description can render the assignment unenforceable against third parties.",{"name":305,"plain_english":306,"sample_language":307,"common_mistake":308},"Scope of rights transferred","States that the transfer is complete and worldwide, covering all intellectual property rights including copyright, patent rights, trade secret rights, and any other proprietary rights in the work product.","The assignment is worldwide, perpetual, irrevocable, and includes all copyright, patent rights, trade secret rights, moral rights (to the extent assignable), and all other intellectual and proprietary rights in the Work Product.","Omitting patent rights or trade secret rights from the scope clause, leaving the assignor with residual IP interests in derivative inventions that the company cannot protect or commercialize.",{"name":273,"plain_english":310,"sample_language":311,"common_mistake":312},"States what the assignee is paying — or has already paid — in exchange for the assignment, which is required to make the contract legally binding.","In consideration of the sum of $[AMOUNT] (receipt of which is hereby acknowledged) and other good and valuable consideration, Assignor agrees to the terms of this Agreement.","Stating consideration as 'for $1 and other good and valuable consideration' without any reference to compensation already paid. In some jurisdictions a token amount unsupported by real payment can be challenged as illusory consideration, voiding the agreement.",{"name":314,"plain_english":315,"sample_language":316,"common_mistake":317},"Representations and warranties","The assignor confirms they are the sole creator of the work, have not assigned the same rights to anyone else, and that the work does not infringe any third-party IP.","Assignor represents and warrants that: (a) Assignor is the sole author and owner of the Work Product; (b) the Work Product does not infringe any third-party intellectual property rights; (c) Assignor has full power and authority to enter into this Agreement; and (d) no conflicting assignments or encumbrances exist.","No warranty that the work is original or free from third-party claims. Without this, the company has no contractual remedy if an infringement claim surfaces after the work is incorporated into a product or publication.",{"name":319,"plain_english":320,"sample_language":321,"common_mistake":322},"Moral rights waiver","Where applicable, the contributor agrees not to assert moral rights — such as the right of attribution or right to object to modifications — against the company or its licensees.","To the fullest extent permitted by applicable law, Assignor hereby waives all moral rights, including any right of attribution or right of integrity, in connection with the Work Product, in favor of Assignee and its successors and licensees.","Omitting the moral rights waiver entirely for agreements governed by Canadian or UK law. In those jurisdictions moral rights cannot be assigned — only waived — so without an explicit waiver the contributor retains the right to object to modifications, rebranding, or attribution changes.",{"name":324,"plain_english":325,"sample_language":326,"common_mistake":327},"Prior inventions exclusion","Gives the contributor the opportunity to list any pre-existing IP they created before the engagement that should not be swept into the assignment.","Assignor excludes from this Agreement the inventions, works, and materials described in Schedule B ('Prior Inventions'). If Schedule B is blank or omitted, Assignor represents that no Prior Inventions exist that are applicable to the Work Product.","Skipping the prior inventions schedule entirely. If a contributor later claims that a core component of your product is based on their pre-existing work, the absence of a prior inventions list makes it very difficult to disprove.",{"name":329,"plain_english":330,"sample_language":331,"common_mistake":332},"Power of attorney for registration","Authorizes the company to sign copyright registrations, patent applications, and other IP filings on the contributor's behalf if the contributor is unavailable or uncooperative.","Assignor hereby irrevocably appoints Assignee as Assignor's attorney-in-fact for the limited purpose of executing and filing any documents required to record, register, or perfect the assignment of the Work Product in any jurisdiction.","No power of attorney clause at all. Without it, if a contributor becomes unreachable or disputes the assignment after the fact, the company cannot file patent or copyright registrations without the contributor's signature — which can stall a funding round or product launch.",{"name":282,"plain_english":334,"sample_language":335,"common_mistake":336},"Obligates the contributor to cover the company's legal costs and losses if their representations prove false — for example, if the assigned work turns out to infringe a third-party copyright.","Assignor shall indemnify, defend, and hold harmless Assignee from and against any claims, damages, losses, and expenses (including reasonable attorneys' fees) arising from any breach of Assignor's representations and warranties in this Agreement.","Making indemnification mutual when only the assignor's representations create IP-ownership risk. A mutual indemnity in this context can expose the company to open-ended liability for claims unrelated to the IP transfer.",{"name":338,"plain_english":339,"sample_language":340,"common_mistake":341},"Governing law and dispute resolution","Specifies which jurisdiction's law governs the agreement and how disputes will be resolved — arbitration, mediation, or litigation in a named court.","This Agreement is governed by the laws of [STATE / PROVINCE / COUNTRY], without regard to conflict-of-law rules. Any dispute arising hereunder shall be resolved by binding arbitration administered by [AAA / JAMS / applicable body] in [CITY], except that either party may seek injunctive relief in any court of competent jurisdiction.","Selecting a governing law that has no connection to where either party is located or where the work was created. Some jurisdictions — particularly in the EU — apply local IP law regardless of contractual choice-of-law provisions, making the clause ineffective.",[343,348,353,358,363,368,373,378],{"step":344,"title":345,"description":346,"tip":347},1,"Identify and name both parties precisely","Enter the assignee's full registered legal entity name and the assignor's full legal name as it appears on government-issued ID. Include physical addresses and, for companies, the state or country of formation.","Cross-check the assignee name against your corporate registry filing before signing — a mismatch between the contract and your IP registration records can complicate enforcement.",{"step":349,"title":350,"description":351,"tip":352},2,"Set the effective date","Choose the date on which the rights transfer takes effect. This can be the signing date, the project start date, or a specific past date if you are documenting an assignment retroactively.","For retroactive assignments, set the effective date to the day the work was first delivered — this closes the gap during which ownership was technically unclear.",{"step":354,"title":355,"description":356,"tip":357},3,"Complete Schedule A with a specific description of the work product","List every deliverable being assigned — articles, code repositories by name, design files, inventions, illustrations — with enough detail that a third party could identify each item. Attach file names, URLs, or project codes where available.","Attach screenshots or exports of the work alongside the signed agreement so there is no ambiguity about what was covered at the time of signing.",{"step":359,"title":360,"description":361,"tip":362},4,"Confirm and document the consideration","Enter the dollar amount already paid or to be paid in exchange for the assignment. If the payment was made under a prior contractor agreement, reference that invoice or contract number explicitly.","Do not use a $1 nominal amount if real compensation was paid — state the actual figure. Courts look at adequacy of consideration when evaluating enforceability challenges.",{"step":364,"title":365,"description":366,"tip":367},5,"Complete or waive the prior inventions schedule","Ask the contributor to complete Schedule B listing any pre-existing IP they are excluding. If they have nothing to exclude, have them sign the schedule explicitly confirming it is blank.","Send Schedule B to the contributor before the signing meeting so they have time to identify prior inventions — decisions made under time pressure at signing are more likely to be disputed later.",{"step":369,"title":370,"description":371,"tip":372},6,"Add the moral rights waiver for non-US contributors","For contributors working in Canada, the UK, or the EU, confirm that the moral rights waiver clause is included and review any jurisdiction-specific language requirements. In some EU member states, additional formalities may apply.","In Quebec, the agreement should be available in French or include a French-language waiver to comply with the Charter of the French Language for provincially regulated engagements.",{"step":374,"title":375,"description":376,"tip":377},7,"Execute the agreement before delivery or launch","Both parties must sign before the work is published, deployed, or incorporated into a product. Obtain wet-ink signatures or a time-stamped electronic signature with audit trail.","Use a digital signature service that captures the signer's IP address, timestamp, and identity verification — this evidence is critical if the assignment is challenged during investor due diligence.",{"step":379,"title":380,"description":381,"tip":382},8,"File or record the assignment if required","For patent assignments, record the document with the USPTO, CIPO, or relevant national patent office within three months of signing. For copyright, recordation with the US Copyright Office is optional but provides constructive notice to third parties.","Set a calendar reminder for the 60-day mark after signing to check whether any patent or copyright registrations need the assignment recorded to perfect priority.",[384,388,392,396,400,404],{"mistake":385,"why_it_matters":386,"fix":387},"Signing the assignment after the work is already published or deployed","An assignment executed after the work is publicly released may not retroactively clear third-party rights that attached during the gap period, and investors routinely flag this as an IP chain-of-title defect.","Execute the assignment before any work is published, launched, or incorporated into a product. For past engagements, use a retroactive effective date and document that no third-party rights arose in the interim.",{"mistake":389,"why_it_matters":390,"fix":391},"Using vague work product descriptions","Courts require sufficient specificity to identify what was assigned. A catch-all phrase like 'all work performed' has been held unenforceable against third parties in multiple US jurisdictions.","Attach a Schedule A that names every deliverable — file names, repository URLs, project codes, or publication titles — with enough detail to identify each item without additional context.",{"mistake":393,"why_it_matters":394,"fix":395},"Omitting the prior inventions schedule","Without an explicit exclusion schedule, contributors may later claim that a technology or design incorporated into your product was based on pre-existing IP they retained, creating ownership disputes during due diligence or litigation.","Always include Schedule B and have the contributor sign it — even if blank — confirming they have no prior inventions applicable to the work product.",{"mistake":397,"why_it_matters":398,"fix":399},"No moral rights waiver for Canadian or UK contributors","In Canada and the UK, moral rights cannot be assigned — only waived. Without an explicit waiver, the contributor retains the right to object to modifications, attribute the work to someone else, or prevent certain uses, regardless of the assignment.","Include a jurisdiction-specific moral rights waiver clause for all contributors located in Canada, the UK, or EU member states where moral rights are recognized and non-waivable by default.",{"mistake":401,"why_it_matters":402,"fix":403},"Treating a contributor license agreement as equivalent to an assignment","A contributor license agreement (CLA) grants the company a license to use the work but does not transfer ownership. The contributor retains the ability to relicense the same work to competitors or revoke the license under certain conditions.","Use a full assignment when you need to own the IP outright — especially for core product components. Use a CLA only when a non-exclusive license is genuinely sufficient for your use case.",{"mistake":405,"why_it_matters":406,"fix":407},"No power of attorney clause","If the contributor becomes unreachable, refuses to cooperate, or disputes the assignment after the fact, the company cannot file patent applications or copyright registrations without their signature — stalling funding rounds and product launches.","Include an irrevocable limited power of attorney authorizing the company to execute registration documents on the contributor's behalf for the specific work product covered by the agreement.",[409,412,415,418,421,424,427,430,433,436],{"question":410,"answer":411},"What is an assignment of contributor rights?","An assignment of contributor rights is a legal agreement in which a person who created intellectual property — code, writing, designs, or inventions — permanently transfers full ownership of that IP to a company or other organization. Unlike a license, which grants permission to use IP while the creator retains ownership, an assignment transfers title outright. It is used whenever a business needs to own — not just use — the work product created by freelancers, contractors, co-founders, or other contributors.\n",{"question":413,"answer":414},"Why does my company need contributor IP assignments?","Without a signed assignment, the contributor who created the work owns it — regardless of what you paid them. Copyright vests automatically in the creator at the moment of creation, not in the party who commissioned or paid for it (unless a work-for-hire arrangement applies, which is narrowly defined). Investors, acquirers, and patent examiners all require a clear chain of title — missing assignments are one of the most common IP defects discovered in due diligence and can delay or derail a funding round.\n",{"question":416,"answer":417},"What is the difference between an assignment and a work-for-hire arrangement?","A work-for-hire arrangement means the hiring party is deemed the legal author and owner from the moment of creation — no separate assignment is needed. However, work for hire only applies automatically to employees acting within the scope of their employment, and to a narrow list of specially commissioned works under US copyright law. For independent contractors and most freelancers, work for hire does not apply automatically even with a written agreement, making an explicit IP assignment the safer and more reliable approach.\n",{"question":419,"answer":420},"Does the assignment need to be in writing to be enforceable?","Yes, for copyright assignments. US copyright law (17 U.S.C. § 204), UK copyright law, and Canadian copyright law all require that an assignment of copyright be in writing and signed by the assignor. An oral promise to assign copyright is not enforceable. Patent assignments also require a written instrument to be recorded with the relevant patent office. This template satisfies the writing requirement in all four major jurisdictions covered.\n",{"question":422,"answer":423},"What should I include in the work product schedule?","The schedule should name every deliverable specifically enough that a third party could identify it without additional context — article titles, code repository names and commit hashes, design file names, patent application numbers, or a description of the invention. Attach copies of the actual files or screenshots where practical. Vague descriptions like \"all work performed under the contractor agreement\" have been held insufficient in US courts to establish clear chain of title for patent and copyright registration purposes.\n",{"question":425,"answer":426},"Can I use this agreement to assign rights retroactively?","Yes. You can set an effective date earlier than the signing date to capture work already delivered. However, retroactive assignments do not close gaps where third-party rights may have attached during the unassigned period — for example, if the contributor published the work or licensed it to someone else before signing. For past engagements, confirm in writing that no such third-party rights arose before executing the retroactive assignment.\n",{"question":428,"answer":429},"What is the difference between an assignment and a contributor license agreement (CLA)?","A CLA grants the company a license to use, modify, and distribute the contributor's work — typically on a royalty-free, perpetual basis — but the contributor retains ownership. The contributor can still use the same work themselves and, in some cases, license it to others. A full assignment transfers ownership entirely: the assignee owns the IP and the contributor retains no rights unless granted back. Use a full assignment when owning the IP is a business or investor requirement.\n",{"question":431,"answer":432},"Are moral rights relevant to contributor IP assignments?","Moral rights are personal rights that protect the creator's connection to their work — typically the right to be credited as the author and the right to object to modifications that harm their reputation. In the US, moral rights apply only narrowly to works of visual art. In Canada, the UK, and most EU countries, moral rights are broader and cannot be transferred — only waived. Any assignment agreement covering contributors in those jurisdictions must include an explicit moral rights waiver or the contributor can still object to how you use, modify, or attribute the work.\n",{"question":434,"answer":435},"Do I need a lawyer to prepare an assignment of contributor rights?","For standard contributor assignments — a freelance article, a contract developer's code, or a designer's brand assets — a well-drafted template is generally sufficient. Engage a lawyer when the assigned IP is foundational to a patent application, when the contributor is in a jurisdiction with unusual IP formalities (Germany, France, or Japan), when a funding round is imminent and chain-of-title scrutiny will be intensive, or when the contributor is disputing ownership. A 1–2 hour attorney review typically costs $300–$600 and is worthwhile before any capital raise.\n",{"question":437,"answer":438},"What happens if a contributor refuses to sign an assignment?","If a contributor refuses to sign, the company does not own the IP they created — full stop. Options include renegotiating the compensation to incentivize signing, restructuring the engagement as a license rather than an assignment, or rebuilding the affected work product from scratch with a contributor who will sign. The best time to address this is before work begins — include a mandatory IP assignment clause in every contractor agreement so the obligation is established at the outset of the engagement, not after the work is complete.\n",[440,444,448,452,456,460],{"industry":441,"icon_asset_id":442,"specifics":443},"Technology / SaaS","industry-saas","Assigns ownership of code, algorithms, and proprietary data models contributed by freelance developers and open-source collaborators, which is a hard requirement for patent filings and Series A due diligence.",{"industry":445,"icon_asset_id":446,"specifics":447},"Publishing and Media","industry-publishing","Transfers full copyright in articles, photographs, illustrations, and video scripts from freelance contributors, enabling the publisher to sublicense, syndicate, or archive content without returning to the creator for permission.",{"industry":449,"icon_asset_id":450,"specifics":451},"Creative and Marketing Agencies","industry-marketing","Captures ownership of brand identities, ad creative, and campaign assets produced by freelance designers, copywriters, and videographers before delivering work product to end clients.",{"industry":453,"icon_asset_id":454,"specifics":455},"Biotech and Life Sciences","industry-biotech","Assigns invention disclosures, research data, and laboratory protocols from academic collaborators and contract research organizations, which is required to support patent applications and regulatory submissions.",{"industry":457,"icon_asset_id":458,"specifics":459},"Education and E-Learning","industry-education","Transfers ownership of course content, instructional designs, and assessment materials from subject-matter experts and instructional designers who contribute to online learning platforms.",{"industry":461,"icon_asset_id":462,"specifics":463},"Financial Services / Fintech","industry-fintech","Assigns ownership of proprietary models, scoring algorithms, and analytical tools developed by contracted data scientists, which may be subject to regulatory review or form the basis of a patent portfolio.",[465,467,470,473],{"vs":88,"vs_template_id":232,"summary":466},"An independent contractor agreement governs the entire working relationship — scope, payment, timelines, and conduct. An assignment of contributor rights is narrowly focused on transferring IP ownership and can be executed as a standalone document or as an exhibit to the contractor agreement. For any engagement involving valuable IP, you need both: the contractor agreement to define the work and the assignment to secure ownership.",{"vs":468,"vs_template_id":252,"summary":469},"Non-Disclosure Agreement","An NDA protects confidential information from being disclosed to third parties — it does not transfer IP ownership. An assignment of contributor rights transfers legal title to the IP itself. The two documents address different risks and are often used together: the NDA protects information shared during the engagement; the assignment secures ownership of what the contributor produces.",{"vs":243,"vs_template_id":471,"summary":472},"D{IP_LICENSE_AGREEMENT_ID}","A license grants the company permission to use IP the contributor still owns — it does not transfer title. The contributor retains ownership and can license the same work to others unless exclusivity is negotiated. An assignment is permanent and transfers full ownership with no residual rights for the contributor. Use a license when you need usage rights only; use an assignment when you need to own the IP outright for patent, investor, or commercialization purposes.",{"vs":474,"vs_template_id":475,"summary":476},"Employment Contract","employment-agreement_at-will-employee-D541","An employment contract includes an IP assignment clause that captures work created by employees in the scope of their employment. For employees, this is usually sufficient. For independent contractors and contributors who are not employees, the work-for-hire doctrine typically does not apply, making a standalone assignment of contributor rights essential to establish the same ownership that employment provides automatically.",{"use_template":478,"template_plus_review":482,"custom_drafted":486},{"best_for":479,"cost":480,"time":481},"Standard contributor assignments for freelancers, designers, writers, and contract developers on domestic engagements","Free","15–30 minutes",{"best_for":483,"cost":484,"time":485},"Pre-funding due diligence clean-up, cross-border contributors, or assignments involving foundational software or inventions","$300–$600","1–3 days",{"best_for":487,"cost":488,"time":489},"Patent-critical IP from academic or research collaborators, multi-party contributor pools, or assignments in jurisdictions with complex IP formalities","$1,500–$4,000+","1–2 weeks",[491,496,501,506],{"code":492,"name":493,"flag_asset_id":494,"note":495},"us","United States","flag-us","Under 17 U.S.C. § 204, copyright assignments must be in writing and signed by the assignor to be valid. Work-for-hire applies to employees and to nine specific categories of specially commissioned works — independent contractor output rarely qualifies, making a written assignment essential. Patent assignments should be recorded with the USPTO within three months of execution to protect against competing claims. California Labor Code § 2870 limits the scope of IP assignments for inventions developed entirely on the employee's own time without company resources.",{"code":497,"name":498,"flag_asset_id":499,"note":500},"ca","Canada","flag-ca","The Copyright Act requires copyright assignments to be in writing signed by the assignor. Moral rights exist for all authors and cannot be assigned — only waived — so a moral rights waiver clause is mandatory for Canadian contributors. Quebec contributors may require the agreement to be available in French under the Charter of the French Language. Patent assignments must be recorded with the Canadian Intellectual Property Office to be effective against subsequent assignees.",{"code":502,"name":503,"flag_asset_id":504,"note":505},"uk","United Kingdom","flag-uk","The Copyright, Designs and Patents Act 1988 requires copyright assignments to be in writing signed by or on behalf of the assignor. Moral rights apply to literary, dramatic, musical, and artistic works and cannot be assigned — only waived — so an explicit waiver is required in UK contributor agreements. The UK Intellectual Property Office strongly recommends recording patent assignments promptly to establish priority. Post-Brexit, the UK operates a separate IP registration system from the EU.",{"code":507,"name":508,"flag_asset_id":509,"note":510},"eu","European Union","flag-eu","IP ownership rules vary significantly by member state — Germany, France, and the Netherlands each have distinct formalities for copyright and patent assignments. In France, IP created by an employee automatically belongs to the employer under certain conditions, but contractor assignments require explicit written transfer. Moral rights are broadly recognized across the EU and generally non-waivable in France and Germany, requiring careful jurisdiction-specific drafting. The EU Software Directive provides that copyright in software created by an employee in the course of duties belongs to the employer, but this does not extend to independent contributors.",[232,252,475,512,513,514,515,516,517,518,519,520],"intellectual-property-agreement-D13716","consulting-agreement---long-D12543","confidentiality-agreement-D12711","service-agreement-D12711","joint-venture-agreement-D889","employment-agreement-executive-D543","work-for-hire-agreement-D13282","technology-licensing-agreement-D13434","general-non-compete-agreement-D882",{"emit_how_to":198,"emit_defined_term":198},{"primary_folder":113,"secondary_folder":523,"document_type":524,"industry":525,"business_stage":526,"tags":527,"confidence":533},"intellectual-property-and-licensing","agreement","general","all-stages",[528,529,530,531,532],"intellectual-property","contractor","confidentiality","assignment","work-product",0.95,"\u003Ch2>What is an Assignment of Contributor Rights?\u003C/h2>\n\u003Cp>An \u003Cstrong>Assignment of Contributor Rights\u003C/strong> is a legally binding agreement in which a contributor — a freelancer, independent contractor, co-founder, open-source collaborator, or any non-employee creator — permanently transfers full ownership of intellectual property they created to the receiving company or organization. Copyright law in every major jurisdiction vests ownership automatically in the person who creates a work, not the party who commissioned or paid for it. This means that without a signed assignment, a contractor who built your core feature, a designer who created your brand identity, or a writer who produced your flagship content technically owns that IP — regardless of what you paid them. The assignment of contributor rights document closes that gap by establishing a clear, documented chain of title that satisfies investors, patent offices, and courts.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>The absence of contributor IP assignments is one of the most common — and most damaging — defects uncovered during startup due diligence. Investors and acquirers require a clean chain of title for every material piece of IP in the business; a single missing assignment from a founding developer or early freelancer can delay a funding round by weeks or kill a deal entirely. Beyond fundraising, an unassigned contributor can re-license the same work to a competitor, assert moral rights to block modifications or rebrand, or simply refuse to cooperate with patent filings at the moment you need them most. This template gives you a signed, jurisdiction-aware agreement that transfers rights completely, captures a prior inventions exclusion to prevent future disputes, and includes a power of attorney so you can register and enforce IP even if the contributor later becomes unreachable. Execute it before any work is published, deployed, or incorporated into your product — the cost of doing so is twenty minutes; the cost of not doing so can be a stalled acquisition and years of litigation.\u003C/p>\n",1779480710315]