Copyright Assignment Agreement
This Copyright Assignment Agreement can be used to assign rights vested to
some work from the rights-holder of the work to some other
Individual/entity.
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Attorney Drafted
COPYRIGHT ASSIGNMENT AGREEMENT
COPYRIGHT ASSIGNMENT AGREEMENT made on this _____ [Month] ___ [Date], 20__, by
and between ________________________ [Instruction: Insert the name of the Copyright
owner] hereinafter referred to as the “Assignor” and _______________________ [Instruction:
Insert the name of company/individual/publisher desires to obtain the copyrights]
hereinafter referred to as the “Assignee”.
RECITALS
WHEREAS, the Assignor is the author or creator of certain works which are described in
Exhibit “A” attached hereto (the “Works”); and
WHEREAS, the Assignee is engaged in _____________________________________ [Instruction:
Describe activities that are relevant to the desire to assign Owner's copyrighted
material]
WHEREAS, the Assignee wishes to acquire the right, title, and interest in and to all of the
Works described in Exhibit “A” hereto
NOW, THEREFORE, for and in consideration of the premises and the mutual covenants and
agreements hereinafter set forth and other good and valuable consideration, as set forth
herein, Assignor and Assignee agree as follows:
1. Assignment
The Assignor does hereby irrevocably assign to the Assignee all of its/his/her rights, title, and
interest to and in the copyright and all other intellectual property rights, including but not
limited to, all rights of the Assignor to prepare derivative works, all goodwill and moral
rights associated with the Works.
2. Ownership of Works and Warranty
Assignee acknowledges that Assignor is the exclusive owner of all right, title, interest and all
intellectual property rights to and in the Works. The Assignor has the right, power and
authority to enter into this Agreement with the Assignee;
3. Sub licenses
Assignee shall not grant sub-assignment without the prior written approval of Assignor.
[Optional]
4. Payment or Consideration
Assignee shall pay Assignor a flat fee of __________ ($__) [Instruction: Insert the amount
E.g., forty thousand dollars only ($40,000)] as full payment for all rights granted in
the Works. Payment shall be made upon execution of this Agreement.
5. Terms and termination
This Agreement may be terminated by the written agreement of both parties. In the
event that either party shall be in default of its material obligations under this
Agreement and shall fail to remedy such default within ______ (__) [◊sixty (60)] days
after receipt of written notice thereof, this Agreement shall terminate upon expiration
of the ______ (__) [◊ sixty (60)] days period.
6. Representation and Warranty
The Assignor hereby represents and warrants to Assignee the following:
a) the Assignor has the right, power and authority to enter into this Agreement with the
Assignee;
b) the Assignor is the exclusive owner of all right, title, interest and all intellectual property
rights to and in the Works;
c) the Works are free and clear of any all liens, encumbrances or licenses;
d) the Works do not infringe on the rights of any third party;
e) the Works does not violate or infringe any personal or property rights of others, whether
common law or statutory and
f) the Works contains nothing libelous or contrary to law; and
g) the Assignor is not subject to any agreement, whether written or otherwise, which would
prevent the Assignor from have all right, power and authority to assign the Works.
7. Indemnification
Assignor hereby agrees to indemnify and hold harmless the Assignee, its officers, employees,
and agents against any and all claims, actions or damages (including attorney's reasonable
fees) asserted by or paid to any party on account of a breach or alleged breach of the
representations and warranties mentioned in clause 6 above.
8. General Provisions
a) Successors/Assigns: This Agreement is binding upon and shall inure to the benefit of the
respective successors and/or assigns of the parties hereto.
b) Amendment and Modification: This Agreement sets forth the entire agreement between
the parties with respect to the subject matter hereof, and may not be modified or amended
except by written agreement executed by the parties hereto.
c) Independent Business Relationship. Assignor and Assignee are independent contractors
and are not and shall not be construed as joint ventures, partners, employer/employee, or
agents of the other and neither shall have the power to bind or obligate the other, except
as set forth in this Agreement.
d) Waivers. The waiver by either party of a breach or other violation of any provision of
this Agreement shall not operate as, or be construed to be, a waiver of any subsequent
breach of the same or other provision of this Agreement.
e) Counterparts. This Agreement may be executed in several counterparts, each of which
shall be an original, but all of which together shall constitute one and the same
Agreement.
f) Articles and Other Headings. The articles and other headings contained in this
Agreement are for reference purposes only, and shall not affect in any way the meaning
or interpretation of the terms of this Agreement.
g) Governing Law: Forum: This Agreement shall be governed by the laws of the State of
Kansas, applicable to agreements made and to be wholly performed therein
IN WITNESS WHEREOF, the parties have caused this Assignment Agreement to be executed
the day and year set forth above.
Signature: ______________________
By : ______________________
Title : ______________________
Address: ______________________
[Instruction: Insert signature, name and other details of Assignor]
Signature: ______________________
By : ______________________
Title : ______________________
Address: ______________________
[Instruction: Insert signature, name and other details of Assignee]
EXHIBIT A
Copyright Registration Number : __________________.
[Instruction: Delete this if there is no registration of the work]
[Instruction: Kindly refer to Recital section]
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