TEMPLATE DISCLAIMER

PLEASE NOTE: THE AGREEMENT BELOW IS PROVIDED FOR ILLUSTRATIVE PURPOSES ONLY AND SERVES AS A SAMPLE TEMPLATE. EACH AGREEMENT IS PREPARED INDIVIDUALLY AND TAILORED TO THE SPECIFIC SCOPE OF WORK, RIGHTS TRANSFERRED, PROJECT REQUIREMENTS, AND OTHER NEEDS OF THE RESPECTIVE CLIENT.

THE FINAL TERMS AND CONDITIONS MAY THEREFORE VARY DEPENDING ON THE NATURE OF THE PROJECT AND THE INDIVIDUAL ARRANGEMENTS AGREED BETWEEN THE PARTIES.

COPYRIGHT ASSIGNMENT AGREEMENT

This Copyright Assignment Agreement (the “Agreement”) is entered into on [DATE] (the “Effective Date”)

BETWEEN:

[CREATOR’S FULL NAME],of [ADDRESS / COUNTRY],email: [EMAIL],

hereinafter referred to as the “Creator”

and

[CLIENT / COMPANY LEGAL NAME],a company incorporated under the laws of [COUNTRY],with its registered office at [ADDRESS],company registration number: [NUMBER],

hereinafter referred to as the “Assignee”.

The Creator and the Assignee are each a “Party” and together the “Parties”.

1. THE WORK

1.1. The subject of this Agreement is the creative work(s) created by the Creator for the Assignee, including, where applicable:

graphic designs;
illustrations;
logos and visual identity elements;
artwork prepared for digital and printed materials;
promotional and advertising graphics;
social media graphics;
designs intended for merchandise and physical products;
print-ready materials;
and any other materials expressly listed in Schedule 1 to this Agreement,

collectively referred to as the “Work”.

1.2. The Work covered by this Agreement is described in Schedule 1, which forms an integral part of this Agreement.

1.3. The Creator represents that the Work has been created by the Creator and that, except for any third-party materials expressly disclosed to the Assignee, the Creator owns the rights necessary to enter into this Agreement and transfer the rights described below.

1.4. The Creator further represents that, to the best of the Creator’s knowledge, the Work does not knowingly infringe the copyright or other intellectual property rights of any third party.

2. ASSIGNMENT OF COPYRIGHT

2.1. Subject to the Assignee’s full payment of the agreed fee, the Creator hereby irrevocably assigns and transfers to the Assignee all transferable economic copyright and other transferable intellectual property rights in and to the Work, to the fullest extent permitted by applicable law.

2.2. The assignment is:

exclusive;
worldwide;
effective for the entire period of copyright protection, including any extensions or renewals permitted by applicable law;
and applies to all forms of commercial and non-commercial exploitation of the Work.

2.3. The rights assigned under this Agreement include, without limitation, the right to:

a) reproduce and copy the Work in any form or format;

b) publish, distribute, display and make the Work available to the public;

c) use the Work on websites, social media platforms, streaming platforms, digital platforms and other online services;

d) use the Work for advertising, marketing, promotional and commercial purposes;

e) manufacture, reproduce, distribute, advertise, offer for sale and sell products incorporating the Work, including but not limited to clothing, posters, packaging, printed materials, merchandise and other physical products;

f) use the Work in connection with the Assignee’s business, products, services, events, campaigns and commercial activities;

g) reproduce and distribute the Work in printed, digital, electronic, audiovisual or other formats;

h) modify, edit, resize, crop, recolour, rearrange, combine or otherwise alter the Work;

i) create adaptations, derivative works, translations and other versions of the Work;

j) incorporate the Work, in whole or in part, into other works, products, designs or materials;

k) authorize third parties to use the Work;

l) grant licences and sublicences in relation to the Work;

m) assign or otherwise transfer the rights acquired under this Agreement to another person or entity; and

n) otherwise commercially exploit the Work in any manner permitted by applicable law.

2.4. The rights assigned under this Agreement may be exercised by the Assignee itself or through its affiliates, contractors, distributors, manufacturers, licensees, sublicensees, successors and other authorized third parties.

2.5. The Assignee shall not be required to obtain the Creator’s further consent or pay any additional fee in order to exercise, license, sublicense or transfer the rights acquired under this Agreement, except where mandatory law provides otherwise.

3. MODIFICATIONS AND DERIVATIVE WORKS

3.1. The Assignee shall have the right to modify, adapt, edit, transform, translate, develop or otherwise alter the Work without obtaining the Creator’s prior approval.

3.2. The Assignee may combine the Work with other materials, designs, text, images, trademarks, logos, photographs, audio, video or other content.

3.3. The Creator acknowledges that modifications or adaptations may be necessary for the commercial, technical, marketing or production requirements of the Assignee.

3.4. The Creator requests that, where reasonably practicable, the Creator be informed of substantial modifications to the original graphic artwork.

3.5. The notification referred to in Clause 3.4 shall not constitute a requirement for the Assignee to obtain the Creator’s consent and shall not restrict the Assignee’s rights under this Agreement.

3.6. Clause 3.4 shall not apply to the use, modification or adaptation of any logo, brand mark or other corporate identity element.

4. MORAL RIGHTS / AUTHORSHIP

4.1. The Parties acknowledge that certain jurisdictions recognize moral rights or similar personal rights that may be separate from economic copyright.

4.2. To the fullest extent permitted by applicable law, the Creator agrees not to assert or enforce against the Assignee, its affiliates, successors, licensees or authorized users any moral rights or similar rights in relation to the Work, including rights relating to attribution, integrity, modification or objection to the treatment of the Work.

4.3. Where such rights cannot legally be waived or transferred, the Creator agrees, to the fullest extent legally permissible, not to exercise or enforce such rights in a manner that would interfere with the rights granted to the Assignee under this Agreement.

4.4. The Assignee shall have no obligation to identify the Creator as the author of the Work unless required by applicable mandatory law or otherwise agreed by the Parties in writing.

5. CREATOR’S PORTFOLIO RIGHTS

5.1. Notwithstanding the assignment of rights under this Agreement, the Creator shall retain the right to display the completed Work solely for the purpose of:

presenting the Creator’s professional portfolio;
displaying previous work on the Creator’s website;
displaying previous work on the Creator’s professional social media accounts;
submitting the Work to design, illustration or art exhibitions;
including the Work in professional portfolios, catalogues, books, magazines or publications relating to the Creator’s professional practice.

5.2. The Creator shall not use the Work in a manner that falsely suggests that the Creator currently represents, endorses or is affiliated with the Assignee.

5.3. The Creator shall not sell, license, sublicense or otherwise commercially exploit the Work independently after the transfer of rights under this Agreement.

6. THIRD-PARTY MATERIALS

6.1. The Creator shall inform the Assignee in writing of any third-party materials incorporated into the Work, including but not limited to stock images, fonts, templates, illustrations, photographs, software-generated elements or other materials subject to third-party licences.

6.2. Unless expressly stated otherwise in writing, third-party materials are not transferred under this Agreement.

6.3. Where the Work contains third-party materials, the Creator shall provide the Assignee with information regarding any applicable licence terms or usage restrictions known to the Creator.

6.4. The Parties acknowledge that the Assignee may need to obtain or maintain separate licences for certain third-party materials.

7. TRADEMARKS AND BRAND RIGHTS

7.1. This Agreement transfers the Creator’s transferable copyright and other transferable intellectual property rights in the Work.

7.2. Where the Work includes a logo, word mark, symbol or other brand identifier, the Assignee shall be entitled to use the Work as part of its branding and commercial activities.

7.3. Registration, maintenance or enforcement of any trademark, design right, trade name or other registrable intellectual property right relating to the Work shall be handled separately where required by applicable law.

7.4. The Creator agrees to reasonably cooperate with the Assignee in connection with any application, registration or recordal of intellectual property rights relating to the Work, provided that the Assignee covers any reasonable external costs associated with such cooperation.

8. DELIVERY OF FILES

8.1. The Creator shall deliver the final versions of the Work in the formats agreed by the Parties.

8.2. Editable or source files shall be delivered only where expressly included in the agreed scope of work.

8.3. Unless otherwise agreed in writing, the Creator shall not be required to provide working files, drafts, rejected concepts, sketches, unused variations, software files or other internal production materials.

9. FEE AND PAYMENT

9.1. In consideration for the creation of the Work and the assignment of rights under this Agreement, the Assignee shall pay the Creator a total fee of:

[AMOUNT] [CURRENCY]

(the “Fee”).

9.2. The Fee includes the transfer of the rights described in this Agreement and constitutes the Creator’s full remuneration for such transfer, unless otherwise expressly agreed in writing.

9.3. Payment shall be made by bank transfer to:

Account holder: [NAME]Bank: [BANK]IBAN / Account number: [NUMBER]SWIFT/BIC: [NUMBER]

9.4. Unless otherwise agreed, the copyright assignment described in this Agreement shall become effective upon the Creator’s receipt of the full Fee.

9.5. Any applicable taxes, bank charges, withholding taxes or other payment-related obligations shall be handled in accordance with the applicable laws governing the Parties and the relevant transaction.

10. CONFIDENTIALITY

10.1. Each Party agrees to keep confidential any non-public business, financial, technical, commercial or personal information received from the other Party in connection with this Agreement.

10.2. The confidentiality obligations shall not apply to information that:

a) is publicly available through no breach of this Agreement;

b) was lawfully known to the receiving Party before disclosure;

c) is lawfully received from a third party without an obligation of confidentiality; or

d) must be disclosed pursuant to law, regulation or a valid order of a competent authority.

10.3. The confidentiality obligations shall survive termination or completion of this Agreement.

11. WARRANTIES

11.1. The Creator warrants that:

a) the Creator has the legal capacity and authority to enter into this Agreement;

b) the Creator owns or controls the rights being assigned under this Agreement;

c) the Creator has not previously assigned the same rights to another person or entity;

d) the Work is not knowingly subject to any third-party claim, lien or restriction that would prevent the transfer contemplated by this Agreement; and

e) except for disclosed third-party materials, the Work has been created by the Creator.

11.2. The Creator shall promptly notify the Assignee if the Creator becomes aware of any claim or allegation concerning the ownership or infringement of the Work.

12. INDEMNIFICATION

12.1. If a third party makes a claim alleging that the Work, excluding any materials supplied by the Assignee or third-party materials disclosed under Clause 6, infringes that third party’s copyright or other intellectual property rights, the Parties shall cooperate in good faith to address the claim.

12.2. The Creator shall be responsible for claims arising directly from the Creator’s material breach of the warranties contained in Clause 11, subject to any limitations agreed separately between the Parties.

13. TERM AND TERMINATION

13.1. This Agreement shall enter into force on the Effective Date.

13.2. The assignment of rights under Clause 2 shall become effective upon full payment of the Fee.

13.3. Termination of this Agreement after the transfer of rights shall not automatically reverse or terminate the assignment of rights already completed, except where such reversal is expressly required by applicable mandatory law or agreed in writing by the Parties.

13.4. Any provisions which by their nature are intended to survive termination, including confidentiality, intellectual property rights, warranties, limitations of liability and dispute resolution, shall survive termination.

14. LIMITATION OF LIABILITY

14.1. Neither Party shall be liable to the other for indirect, incidental, special or consequential losses, including loss of profits or business opportunities, except to the extent such limitation is prohibited by applicable law.

14.2. Nothing in this Agreement shall exclude or limit liability that cannot legally be excluded or limited.

15. GOVERNING LAW AND JURISDICTION

15.1. This Agreement and any contractual or non-contractual obligations arising out of or in connection with it shall be governed by and construed in accordance with the laws of:

[INSERT JURISDICTION – e.g. ENGLAND AND WALES]

without regard to its conflict-of-laws principles.

15.2. The Parties agree that the courts of:

[INSERT JURISDICTION – e.g. ENGLAND AND WALES]

shall have exclusive jurisdiction over any dispute arising out of or in connection with this Agreement, unless the Parties agree otherwise in writing.

15.3. Nothing in this Agreement shall be interpreted as limiting any mandatory intellectual property protection that cannot lawfully be excluded by contractual agreement.

16. DISPUTE RESOLUTION

16.1. Before commencing formal proceedings, the Parties shall attempt in good faith to resolve any dispute through direct negotiations.

16.2. If the dispute cannot be resolved within thirty (30) days after written notice of the dispute, either Party may commence proceedings before the competent court specified in Clause 15.

17. ENTIRE AGREEMENT

17.1. This Agreement, including its schedules, constitutes the entire agreement between the Parties concerning the Work and supersedes all previous discussions, correspondence, proposals or agreements relating to the same subject matter.

17.2. Any amendment or modification to this Agreement must be made in writing and agreed by both Parties.

18. SEVERABILITY

18.1. If any provision of this Agreement is found to be invalid, illegal or unenforceable, that provision shall be modified or severed to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

19. ASSIGNMENT OF THIS AGREEMENT

19.1. The Assignee may assign, transfer, sublicense or otherwise dispose of its rights under this Agreement, including the rights in the Work, to any third party without requiring the Creator’s further consent.

19.2. The Creator may not assign this Agreement or any rights or obligations arising from it without the Assignee’s prior written consent.

20. ELECTRONIC SIGNATURES AND COUNTERPARTS

20.1. This Agreement may be executed electronically and in counterparts.

20.2. Each counterpart shall constitute an original, and all counterparts together shall constitute one and the same agreement.

20.3. Electronic signatures, scanned signatures and signatures exchanged electronically shall be considered valid to the extent permitted by applicable law.

21. NOTICES

21.1. Any formal notice under this Agreement shall be sent to the email address or physical address specified by each Party below:

Creator:Email: [EMAIL]Address: [ADDRESS]

Assignee:Email: [EMAIL]Address: [ADDRESS]

21.2. Either Party shall promptly notify the other Party of any change to its contact details.

22. LANGUAGE

22.1. This Agreement is executed in the English language.

22.2. In the event of any translation of this Agreement, the English version shall prevail, to the extent permitted by applicable law.

SIGNATURES

By signing below, the Parties confirm that they have read, understood and agreed to the terms of this Agreement.

CREATOR

Full name: ______________________________

Signature: _______________________________

Date: ___________________________________

ASSIGNEE

Legal name: ______________________________

Name and title of authorized representative:

Signature: _______________________________

Date: ___________________________________

SCHEDULE 1

DESCRIPTION OF THE WORK

The Work covered by this Agreement includes:

[DESCRIPTION OF GRAPHIC / ILLUSTRATION]
[LOGO / LOGOTYPE]
[NUMBER] promotional graphics
[PRINT / DIGITAL MATERIALS]
[SOCIAL MEDIA MATERIALS]
[OTHER DELIVERABLES]

File formats: [PDF / PNG / JPG / SVG / AI / EPS / PSD / OTHER]

Source files included: [YES / NO]

Total Fee: [AMOUNT + CURRENCY]

Payment deadline: [DATE]