Copyright Assignment Template, Free Download 2026

This Copyright Assignment Agreement (the "Agreement") is entered into as of [____________] (the "Effective Date") by and between [____________] ("Assignor") and [____________] ("Assignee"). Assignor and Assignee are sometimes referred to individually as a "Party" and collectively as the "Parties."

Assignor represents that it is the sole and exclusive owner of all right, title, and interest in and to the Works (as defined in Article 2) and possesses full legal authority to execute this Agreement and to transfer the rights set forth herein. Assignee represents that it has the legal capacity to acquire and hold the rights assigned hereunder.

The works subject to this Assignment (collectively, the "Works") are identified and described in Exhibit A attached hereto and incorporated by reference. The Works include, without limitation, all original works of authorship, derivative works, compilations, and any other copyrightable subject matter as defined under 17 U.S.C. § 102 that were created, authored, or developed by Assignor.

For purposes of this Agreement, the Works shall include all drafts, notes, sketches, prototypes, source code, object code, documentation, and preparatory materials created in connection with the development of the Works, together with all registrations, applications, renewals, and extensions thereof.

Assignor hereby irrevocably assigns, transfers, and conveys to Assignee, its successors, and assigns, the entire right, title, and interest in and to the Works, including without limitation all copyrights and all exclusive rights under copyright as set forth in 17 U.S.C. § 106, including the rights of reproduction, preparation of derivative works, distribution, public performance, public display, and digital audio transmission, for the full term of copyright protection, including any renewals and extensions thereof, throughout the world.

The assignment effected by Section 3.1 includes the right to register the Works with the United States Copyright Office and with any foreign copyright registry, the right to pursue and collect damages for any past, present, or future infringement of the copyrights in the Works, and the right to grant sublicenses, transfer, or further assign any or all of the rights conveyed hereunder without the consent of Assignor.

Assignor acknowledges that, following the execution of this Agreement, Assignor shall retain no rights in or to the Works and shall not use, reproduce, distribute, display, or create derivative works based upon the Works without the prior written consent of Assignee.

In consideration of the assignment of rights set forth in Article 3, Assignee shall pay Assignor the sum of [$__________] (the "Assignment Fee"), payable within [____________] days following the Effective Date by wire transfer, certified check, or such other method as the Parties may agree in writing. The Assignment Fee constitutes the entire consideration for the rights conveyed hereunder and is non-refundable.

Assignor acknowledges that the Assignment Fee represents fair and adequate consideration for the complete and irrevocable transfer of all rights described herein. Assignor agrees that no royalties, residuals, or other ongoing compensation shall be due or payable in connection with Assignee's exploitation of the Works.

To the maximum extent permitted by applicable law, Assignor hereby irrevocably waives and agrees never to assert any and all moral rights (including, without limitation, the right of attribution, the right of integrity, and the right to object to derogatory treatment) that Assignor may have in or to the Works under the Visual Artists Rights Act of 1990, 17 U.S.C. § 106A, the Berne Convention, or any similar or analogous provisions of applicable domestic or foreign law.

In the event that moral rights cannot be waived as a matter of applicable law, Assignor agrees not to exercise such rights against Assignee, its successors, assigns, licensees, or any person or entity authorized by Assignee to use, modify, or exploit the Works. Assignor shall, upon request of Assignee, execute any additional instruments necessary to effectuate the intent of this Article 5.

Assignor represents and warrants that: (a) Assignor is the sole author and exclusive owner of all right, title, and interest in and to the Works; (b) the Works are original and do not infringe upon any copyright, trademark, patent, trade secret, right of publicity, or any other intellectual property or proprietary right of any third party; (c) the Works are not subject to any lien, encumbrance, license, or competing claim of ownership; and (d) Assignor has not previously assigned, transferred, pledged, or encumbered any of the rights conveyed herein.

Assignor further represents and warrants that no consent, approval, or authorization of any third party, governmental authority, or regulatory body is required in connection with the execution, delivery, or performance of this Agreement by Assignor. Assignor warrants that there are no pending or threatened claims, actions, or proceedings that could adversely affect Assignee's ability to exercise the rights conveyed hereunder.

Assignor shall indemnify, defend, and hold harmless Assignee and its officers, directors, employees, agents, successors, and assigns (each, an "Assignee Indemnitee") from and against any and all claims, demands, causes of action, damages, liabilities, losses, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to: (a) any breach of any representation, warranty, or obligation of Assignor under this Agreement; (b) any claim that the Works infringe or misappropriate the intellectual property rights of any third party; or (c) any claim by a third party asserting ownership or any right in or to the Works.

Assignee shall promptly notify Assignor in writing of any claim for which indemnification is sought under this Article 7. Assignor shall have the right to assume control of the defense of any such claim at Assignor's expense, provided that Assignee shall have the right to participate in the defense at its own expense and Assignor shall not settle any claim without Assignee's prior written consent, which consent shall not be unreasonably withheld.

Assignor agrees to execute, acknowledge, and deliver any and all additional documents, instruments, and certificates, and to take such further actions, as Assignee may reasonably request to evidence, perfect, record, or effectuate the assignment of rights contemplated by this Agreement, including without limitation executing copyright registration applications, assignments, and recordation documents with the United States Copyright Office or any foreign copyright registry.

In the event that Assignor fails or is unable to execute any document required under this Article 8, Assignor hereby irrevocably appoints Assignee as Assignor's attorney-in-fact, coupled with an interest, with full power and authority to execute and file such documents on Assignor's behalf. This power of attorney shall survive the death, disability, or incapacity of Assignor.

This Agreement shall be governed by and construed in accordance with the federal copyright laws of the United States, including the Copyright Act of 1976, 17 U.S.C. §§ 101 et seq., and to the extent not preempted by federal law, the laws of the State of [____________], without regard to its conflict-of-laws principles. The Parties consent to the exclusive jurisdiction of the federal and state courts located in [____________] for any action arising out of or relating to this Agreement.

This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written, relating to such subject matter. This Agreement may not be amended or modified except by a written instrument signed by both Parties. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.