Every creative services agreement should contain provisions addressing ownership of work. This post speaks includes tips when your client will own the work at the end of the project.
Other than payment disputes, the most common problems we see involve contracts missing intellectual property clauses. These can lead to payment problems, portfolio disputes, file delivery questions, infringement allegations, and unhappy clients. This post collects some tips to think about when your client will take ownership of the work. If you will retain ownership, you will need a license (and that is a post for another day).
- The most important clause to include regarding intellectual property is a condition stating that your Client doesn’t take ownership of Agency’s work until they have paid for it. This simple clause is a key tool to stopping a client from using work they haven’t paid for.
- For most types of work, we recommend that you avoid typical “work made for hire” language. Instead, use language of transfer. For example, “Upon payment in full, Agency hereby assigns the Work to Client.” This is often sometimes called a “full buyout.”
- When transferring all rights, make clear that the deliverables assigned are only the final files (as opposed to concepts or working files).
- Similarly, if you have any tools, code, or similar bits that you reuse on various client projects, make sure these Agency Tools are excluded from the scope of what is transferred to Client.
- You do not need to retain any ownership to retain portfolio rights. Rather, you just need a good portfolio clause.
- Assignment transfers all rights in the work to the Client — they can do whatever they want with the work. Because the client is getting all rights, be sure to price your work accordingly (more than if a client were to get a license in the same work).
Keep these tips in mind when negotiating the intellectual property clauses of your contract.