Does the client own the logo or website it paid for?

Not automatically. In most civil-law systems, the creator keeps the copyright until it is assigned in writing. Paying the invoice is not, on its own, an assignment.

Can an author's moral rights be assigned?

In many civil-law countries, moral rights (attribution, integrity of the work) are attached to the author personally and cannot be assigned. The contract can regulate how they are exercised, for example regarding credit, but cannot transfer them.

Does an IP assignment need a separate price?

Not always, but it is prudent to state clearly that the contract price includes the assignment, or to set a specific amount. This prevents the author from later disputing the extent of the rights transferred.

Clause templatesProtection

Intellectual property assignment clause

Paying for creative work does not always make you its owner: in many countries the author keeps the rights until they are assigned in writing. An assignment clause states which rights are transferred, for which uses, in which territory and for how long. Without it, you may be unable to modify, resell or protect what you paid for.

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Clause template

1. [NAME OF SUPPLIER] assigns to [NAME OF CLIENT], on an exclusive basis, the economic intellectual property rights in the works created under this agreement, namely [LIST: source code, mock-ups, texts, visuals, etc.] (the "Deliverables"). 2. The rights assigned include the rights of reproduction, communication to the public, adaptation and modification, and commercial exploitation, in any medium and by any means [OR SPECIFY MEDIA]. 3. The assignment applies to the following territory: [WORLDWIDE / COUNTRIES] and for the following term: [FULL LEGAL TERM OF PROTECTION / SPECIFIC TERM]. 4. The assignment takes effect on full payment of the price. The consideration for the assignment is [INCLUDED IN THE CONTRACT PRICE / SET AT AMOUNT]. 5. [NAME OF SUPPLIER] warrants that it is the author of the Deliverables or holds the necessary rights, and that they do not infringe any third-party rights. 6. The supplier's pre-existing tools, libraries and know-how remain its property; it grants the client a non-exclusive, royalty-free licence to use them with the Deliverables.

Replace the bracketed items before use.

Variants

Licence instead of assignment

The Supplier retains the rights in the Deliverables. It grants the Client an [EXCLUSIVE / NON-EXCLUSIVE] licence to use, reproduce and communicate them to the public, for [USES], in [TERRITORY] and for [TERM], in return for [PRICE]. Any modification or use not provided for requires prior written consent.

When to use it

A freelancer or agency develops a website, app or software for you.
You commission a logo, brand identity or marketing content.
You work with an influencer who creates videos used in your campaigns.
You hire an employee whose work produces protectable creations.

Mistakes to avoid

Writing "all rights assigned" without listing each right, the uses, the territory and the term.
Overlooking the supplier's pre-existing elements (libraries, templates, open-source components) and their own licences.
Not linking the assignment to payment, which leads to disputes if the client does not pay.
Assuming that moral rights, such as the right to be named, can be assigned everywhere: in many countries they cannot.

Country-specific notes

France
The French Intellectual Property Code requires each right assigned to be separately mentioned in the deed of assignment, and the scope of exploitation to be defined as to its extent, purpose, place and duration (art. L131-3).
Source: Légifrance, Code de la propriété intellectuelle, art. L131-3

Contracts that use this clause

Frequently asked questions

Not automatically. In most civil-law systems, the creator keeps the copyright until it is assigned in writing. Paying the invoice is not, on its own, an assignment.

Other Protection clauses

Sources

Légifrance, Code de la propriété intellectuelle, art. L131-3

Indicative template, to adapt to your situation. It does not replace legal advice.

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Intellectual property assignment clause

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Variants

Licence instead of assignment

Mistakes to avoid

Writing "all rights assigned" without listing each right, the uses, the territory and the term.

Overlooking the supplier's pre-existing elements (libraries, templates, open-source components) and their own licences.

Not linking the assignment to payment, which leads to disputes if the client does not pay.

Assuming that moral rights, such as the right to be named, can be assigned everywhere: in many countries they cannot.

Country-specific notes

France

The French Intellectual Property Code requires each right assigned to be separately mentioned in the deed of assignment, and the scope of exploitation to be defined as to its extent, purpose, place and duration (art. L131-3).

Légifrance, Code de la propriété intellectuelle, art. L131-3