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Copyright Assignment Agreement Computer Law: Drafting and Negotiating Forms and Agreements AGREEMENT made this ___day of ___, by and between ___ (hereinafter called (“Assignor”) and ___ (hereinafter called Assignee). WHEREAS, Assignor has prepared, written, created, or developed certain materials or works pursuant to Assignee specifications entitled Software Programs, (hereinafter called the “Work”): WHEREAS, Assignor desires to transfer entire ownership of the copyright in the Work to Assignee: IT IS THEREFORE agreed between Assignor and Assignee as follows: (1) Assignor hereby grants, transfers, assigns, and conveys to Assignee, its successors and assigns, the entire title, right interest, ownership and all subsidiary rights in and to the Work, including but not limited to the right to secure copyright registration therein and to any resulting registration in Assignee’s name as claimant, and the right to secure renewals, reissues, and extensions of any such copyright or copyright registration in the United States of American or any foreign country; (2) Whether the copyright in the Work shall be preserved and maintained or registered in the United States of America or any foreign country shall be at the sole discretion of Assignee: (3) Assignor hereby confirms that Assignee and its successors and assigns, owns the entire title, right and interest in the work, including the right to reproduce, prepare derivative works based upon the copyright in the Work, distribute by sale, by rental, lease or lending or by other transfer of ownership; to perform publicly; and to display, in and to the Work, whether or not the Work constitutes a “work made for hire” as defined in 17 U.S.C. Section 201(b); (4) Assignor agrees that no rights in the Work are retained by Assignor; (5) Assignor agrees to take all actions and cooperate as is necessary to protect the copyrightability of the Work and further agrees to execute any documents that might be necessary to perfect Assignee’s ownership of copyrights in the Work and to registration; (6) All terms of this Agreement are applicable to any portion or part of the Work, as well as the Work in its entirety; (7) This Agreement constitutes the entire agreement between the parties hereto; this Agreement supersedes any prior oral or written agreement or understanding between the parties; (8) This Agreement has been interpreted under the United States Copyright Law; but will be litigated or prosecuted under the laws of the state of ______; IN WITNESS WHEREOF and intended to be legally bound by, the parties have hereunder set their hands, the day and first year written above. Assignor By: ______ Title: ______ Assignee By: ______ Title: ______ This sample form is intended to serve solely as an exemplar and may need to be modified to conform to the legal requirements of your jurisdiction. It in no way constitutes legal advice. Richard Raysman and Peter Brown are partners in the New York firm Brown Raysman Millstein Felder & Steiner. The authors are also computer law columnists for theNew York Law Journal , an affiliate of law.com. For information on purchasing the book,Computer Law: Drafting and Negotiating Forms and Agreements , please go to www.lawcatalog.com.

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