Written Copyright Assignments Required From Independent Contractors

on 07/28/2015 by David Szostek

Written Copyright Assignments Required From Independent Contractors

To obtain copyright assignments from independent contractors who perform work for you (including photographers, web or graphics designers, copyrighters, etc.) this copyright assignment must be in writing to comply with federal copyright law. If you do not obtain a writing from the copyright owner assigning you the copyright, the purported assignment is void.

Independent contractors own the copyright in the work they provide for you. (As a general rule, the copyright in a work is initially owned by the work’s creator, unless that ‘creator’ is an employee rather than an independent contractor, and even that has certain nuances that may not always result in the work being owned by the employer).

A copyright owner can transfer some or all of his or her specific rights. If a copyright owner transfers all of his rights unconditionally, it is an “assignment” (compared to a “license” if all rights are not transferred unconditionally).

Federal law, 17 U.S. Code § 204, “Execution of transfers of copyright ownership” requires that for a transfer of copyright ownership, other than by operation of law, to be valid must be … in writing and signed by the owner of the rights conveyed (or such owner’s duly authorized agent).

Since an independent contractor (unlike an employee) owns the copyright rights to the product he or she creates under the contract, he or she must transfer or assign those rights in writing to the other party to comply with federal copyright law.

This does not mean that if you pay an independent contractor to create a copyrightable work for you that you have no right to use the work. You would have an implied, if not express (written), license to use the copyrighted work according to the reasonable scope of use that the work is created for. However, that does not mean you would necessarily have a license to modify what the independent contractor created for you (legal term: creating a derivative work). And if the independent contractor disagreed with your implied scope of use, you could spend quite a bit of money on attorney’s fees settling or litigating the dispute.

The best way to protect your rights is to have a written agreement in place that addresses copyright ownership/assignment before the independent contractor begins the work.

If you want to understand what IP you may own and may have licenses for, or if you are an independent contractor who needs contracts with clients reviewed, contact us today for a free consultation. A thirty-minute conversation now could potentially save hundreds of hours of work down the road.