copyright assignment agreement sample

Copyright Assignment Agreement: Definition & Sample

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What is a Copyright Assignment Agreement?

A copyright assignment agreement is a legal document transferring the ownership and rights of a specific creative work or works. A copyright assignment agreement protects the rights of parties involved by clarifying and providing a record of ownership of a work, especially in the event of a transfer.

Notarization of a copyright assignment agreement is not legally required, but it is always a good idea to get an agreement like this notarized. Copyright assignment agreements can cover works such as writing or artwork and are sometimes known as a sales agreement for copyright.

Common Sections in Copyright Assignment Agreements

Below is a list of common sections included in Copyright Assignment Agreements. These sections are linked to the below sample agreement for you to explore.

Copyright Assignment Agreement Sample

Reference : Security Exchange Commission - Edgar Database, EX-10.15 16 d437016dex1015.htm INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT , Viewed October 13, 2021, View Source on SEC .

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Anand is an entrepreneur and attorney with a wide-ranging background. In his legal capacity, Anand has represented parties in (i) commercial finance, (ii) corporate, and (iii) real estate matters throughout the country, including New Jersey, Pennsylvania, Delaware, Arizona, and Georgia. He is well-versed in business formation and management, reviewing and negotiating contracts, advising clients on financing strategy, and various other arenas in which individuals and businesses commonly find themselves. As an entrepreneur, Anand is involved in the hospitality industry and commercial real estate. His approach to the legal practice is to treat clients fairly and provide the highest quality representation possible. Anand received his law degree from Rutgers University School of Law in 2013 and his Bachelor of Business Administration from Pace University, Lubin School of Business in 2007.

Rhea de Aenlle is a business-savvy attorney with extensive experience in Privacy & Data Security (CIPP/US, CIPP/E), GDPR, CCPA, HIPAA, FERPA, Intellectual Property, and Commercial Contracts. She has over 25 years of legal experience as an in-house counsel, AM Law 100 firm associate, and a solo practice attorney. Rhea works with start-up and midsize technology companies.

Experienced attorney and tax analyst with a history of working in the government and private industry. Skilled in Public Speaking, Contract Law, Corporate Governance, and Contract Negotiation. Strong professional graduate from Penn State Law.

I am a commercial contracts attorney with twenty years of experience. I have represented major corporate clients including Amazon, Marvel, and Viacom as well as independent entertainment professionals and technology startups.

Oscar is a St. Petersburg native. He is a graduate of the University of Florida and Stetson University, College of Law. A former US Army Judge Advocate, Oscar has more than 20 years of experience in Estate Planning, Real Estate, Small Business, Probate, and Asset Protection law. A native of St. Petersburg, Florida, and a second-generation Gator, he received a B.A. from the University of Florida and a J.D. from Stetson University’s College of Law. Oscar began working in real estate sales in 1994 prior to attending law school. He continued in real estate, small business law, and Asset Protection as an associate attorney with the firm on Bush, Ross, Gardner, Warren, & Rudy in 2002 before leaving to open his own practice. Oscar also held the position of Sales & Marketing Director for Ballast Point Homes separately from his law practice. He is also a licensed real estate broker and owner of a boutique real estate brokerage. As a captain in the US Army JAG Corps, he served as a Judge Advocate in the 3rd Infantry Division and then as Chief of Client Services, Schweinfurt, Germany, and Chief of Criminal Justice for the 200th MP Command, Ft. Meade, Maryland. He is a certified VA attorney representative and an active member of VARep, an organization of real estate and legal professionals dedicated to representing and educating veterans. Oscar focuses his practice on real small business and asset protection law.

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For over 15 years, I accumulated both hands-on technical and business experience as an IT engineer and entrepreneur, enabling me to understand your challenges probably better than anyone else on the legal market! My California-based full-online practice focuses on: - Intellectual Property (Copyright / Trademarks) - Privacy / Data Protection - Commercial matters (e.g. service contracts) - Corporate (e.g. incorporation, restructuring)

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Understanding the Key Elements of a Copyright Assignment Agreements

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Introduction

For creators and owners of intellectual property, copyright assignment agreements are a crucial tool for protecting their interests. These agreements allow the original creator to transfer ownership of copyright to a new owner while receiving appropriate compensation or maintaining certain rights. If not properly crafted and registered, this can lead to legal disputes, financial losses and other serious consequences.

The Genie AI team has experience in drafting these agreements to ensure that the original creator is compensated fairly and retains any rights they wish. This is done by including such elements as a lump sum payment, royalties or license back clause which allows the original creator to continue using their work for certain purposes only. It is also important that both parties understand the obligations that come with signing such an agreement in order to avoid any misinterpretations which could lead to future complications.

When it comes to international copyright protection, it’s essential that these agreements are legally registered with the relevant authorities. This guarantees that both parties are held accountable if they breach any of the outlined terms and conditions, allowing any potential disputes or miscommunications between them in future. Additionally, proper registration means that all stakeholders have a clear understanding of who owns what right - ensuring everyone can benefit from the expected outcomes of this agreement accordingly.

At Genie AI we understand how important it is for creators and owners of intellectual property to protect their rights - which is why we offer free templates from our open source legal template library as well as step-by-step guidance on how best to complete your own copyright assignment agreement correctly and confidently from start-to-finish . With millions of datapoints teaching us what market-standard looks like for each document type - you don’t need an account with us or even have to pay a lawyer – just read on below for more information on accessing our library today!

Definitions (feel free to skip)

Copyright: The exclusive legal right to reproduce, publish, or sell an original work of authorship, such as a book, film, or song.

Transferring: Moving ownership of something from one party to another.

Assigning: Granting permission to use or access something that belongs to another party.

Work Made for Hire: A work that is specially commissioned by an employer or client and is considered to be owned by them.

Consideration: The amount of money or other form of compensation that is paid in exchange for something.

Infringement: An unauthorized use or violation of another’s intellectual property rights.

Misattribution: The incorrect attribution of a work to its creator.

Execution: The signing and witnessing of a document by the parties involved in order to make it legally binding.

Discuss the purpose of a copyright assignment agreement

Explain why copyright assignments are important, describe the benefits of assigning copyright, explain the differences between transferring and assigning copyright, outline the key distinctions between the two, outline the key terms in a copyright assignment agreement, explain the concept of the “work made for hire”, describe the rights the assignee will receive, explain the duration of the copyright, outline the rights retained by the assignor, describe the potential risks involved in a copyright assignment, explain the risks of infringement, describe the risks of misattribution, explain the potential financial risks, explain the requirements for a valid copyright assignment agreement, outline the necessary elements, explain the need for consideration, describe the requirements for execution, provide best practices for the drafting and execution of a copyright assignment agreement, explain the importance of clarity, describe the importance of precision, outline the importance of accuracy, explain the importance of review and due diligence, offer suggestions for alternatives to a copyright assignment agreement, explain the concept of a licensing agreement, describe the concept of a work-for-hire agreement, explain the concept of an “implied license”, outline the concept of a co-ownership agreement, get started.

• Understand what a copyright assignment agreement is
• Learn the purpose of a copyright assignment agreement
• Identify the benefits of a copyright assignment agreement

When you can check this off your list and move on to the next step:

• When you have a good understanding of the purpose of a copyright assignment agreement
• When you understand the benefits of a copyright assignment agreement
• Understand why copyright assignments are important in protecting a creator’s rights to their work
• Understand that copyright assignments are used to transfer all or part of a creator’s rights of ownership to another party, such as a publisher, production company, or record label
• Understand that copyright assignments are legally binding and enforceable
• Understand that copyright assignments provide the assignee with exclusive rights to the work, such as the right to reproduce, distribute, modify, and perform it
• Understand that without a copyright assignment, the original creator is the only one who has the right to use their work in any way
• Understand that copyright assignments guarantee that the assignee will be paid for their use of the work
• When you can explain why copyright assignments are important, you can move on to the next step.
• A copyright assignment agreement allows the assignee to obtain exclusive rights to the work, including the right to reproduce, distribute, and adapt the work.
• An assignment of copyright also allows the assignee to obtain the right to receive royalties for the work, as well as the right to license the work to third parties.
• Copyright assignments can help ensure that the author is compensated for their work and that their rights are protected.
• With a copyright assignment, authors can also be sure that their work is not used without their permission or for any unauthorized purpose.

Once you have described the benefits of assigning copyright, you can check this step off your list and move on to the next step.

• Transferring copyright involves giving up all rights to the copyrighted material and transferring them to another party.
• Assigning copyright involves transferring some or all of the rights to the copyrighted material to another party.
• Transferring copyright is often permanent, while assigning copyright may be temporary.
• Transferring copyright requires the original owner to give up all rights to the material, while assigning copyright allows the original owner to retain some rights.
• When you have a clear understanding of the differences between transferring and assigning copyright.
• Transferring copyright means the originator of the work keeps all rights to the work, but allows another party to use the work under certain conditions
• Assigning copyright means the originator of the work transfers all rights to the work to another party, and no longer retains any rights to the work
• Transferring copyright is less permanent than assigning copyright, since the originator has the option of terminating the agreement and reclaiming the rights to their work
• Assigning copyright is more permanent and involves the originator giving up all rights to their work in exchange for a specified payment

Once you understand the differences between transferring and assigning copyright, you can move on to outlining the key terms in a copyright assignment agreement.

• Understand the definition of a “copyright assignment agreement.” A copyright assignment agreement is a legally binding contract in which the copyright owner of a work transfers the rights and ownership of the work to another party. • Learn about exclusive vs. non-exclusive assignments. An exclusive assignment is when the copyright owner transfers all rights to the work to the other party. A non-exclusive assignment is when the copyright owner transfers some rights to the work to the other party. • Identify the rights granted in the agreement. These rights can include reproduction, distribution, modification, and public display of the work, as well as the rights to create derivative works based on the original. • Understand the term of the agreement. This is typically the period of time for which the rights are being assigned. • Learn about the payment terms. This is the amount of money that is being paid for the assignment of the copyright. • Make sure to include a warranty and indemnification clause. This clause states that the copyright owner is warranting that they have the right to transfer the rights in the work and that they will indemnify the other party if they are sued for infringement of copyright due to the assignment. • Know that any document that transfers copyright must be in writing and signed by both parties.

When you have read and understood the above points, you can check this off your list and move on to the next step.

• Understand what a “work made for hire” is and its implications for copyright assignment agreements
• Learn when a “work made for hire” applies to a copyright assignment agreement
• Familiarize yourself with the different types of works that can qualify as a “work made for hire”
• Understand how authorship is determined in a “work made for hire”

Once you understand the concept of the “work made for hire” and its implications for copyright assignment agreements, you can move on to the next step of describing the rights the assignee will receive.

• Understand the scope of the rights being transferred - what types of uses are being authorized by the transfer?
• Determine if the assignee is receiving exclusive or non-exclusive rights
• Identify whether the assignee has the right to sublicense or transfer the rights to another
• Determine if the assignee has the right to modify or make derivative works of the copyrighted content

Once you have a clear understanding of the rights the assignee will receive, you can move on to the next step, which is to explain the duration of the copyright.

• Understand what duration of the copyright means - Duration of the copyright is the length of time that the copyright will be assigned to the assignee. It’s important to understand the duration of the copyright as it determines how long the assignee will be able to exercise the rights granted to them.
• Read the copyright assignment agreement to determine the duration - When reading the copyright assignment agreement, look for any language that specifies the duration of the copyright. This may include the length of time the rights are being assigned for, the date the agreement begins and ends, or other references to the duration of the copyright.
• Make sure the agreement clearly specifies the duration of the copyright - Make sure that the agreement clearly states the duration of the copyright as this will help to avoid any confusion or misunderstandings between the assignor and assignee.
• Check off this step when you’ve read the agreement and understand the duration of the copyright - Once you have read the agreement and understand the duration of the copyright, you can check this step off your list and move on to the next step, which is outlining the rights retained by the assignor.
• Research the rights reserved by the assignor by reading the Copyright Assignment Agreement
• Note the rights retained by the assignor, such as the right to use the copyright material for personal use, the right to modify the copyright material, and the right to use the copyright material in future works
• Check that the Copyright Assignment Agreement does not give the assignee exclusive rights to the copyright material
• Make sure the assignor has preserved the right to be credited for their work
• Ensure the assignee does not have the right to transfer the copyright to another person or entity
• When you have outlined the rights retained by the assignor, you can move on to the next step.
• Understand the potential risks if the assignor fails to follow the terms of the copyright assignment agreement
• Be aware of the possibility of copyright infringement if the assignor does not have the right to transfer the copyright
• Consider the legal risks if the assignor does not get the permission of any other parties who may have rights to the copyright
• Recognize the potential for damages if the copyright assignment agreement is breached
• Understand that copyright assignments are a form of contract and can be enforced in court

Once you have a complete understanding of the potential risks involved in a copyright assignment agreement, you can move on to the next step.

• Understand the difference between copyright infringement and misattribution of a copyrighted work
• Know the legal consequences of infringement, including the potential for liability and damages
• Understand the different types of infringement and the legal consequences of each
• Learn about the potential remedies for copyright infringement, such as injunctions and damages
• Be aware of the potential risks associated with the unauthorized use of another’s copyrighted work
• Know how to identify infringing works and how to protect yourself from potential infringement claims
• Be aware of the relevant copyright laws and related regulations in your jurisdiction

Once you have a solid understanding of the risks of infringement, you can move on to the next step of describing the risks of misattribution.

• Understand the importance of accurately attributing authorship or ownership of works
• Learn the risks of misattribution, such as potential reputational damage and legal liability
• Identify potential scenarios where misattribution could take place, such as when two or more parties are involved in the creation of a work
• Read through copyright assignment agreements thoroughly to ensure that all authors or owners are accurately attributed
• Ensure that the proper names, contact information, and other important details are included in the agreement

Once you have reviewed the risks of misattribution, you can check this off your list and move on to the next step: Explaining the potential financial risks.

• Understand how assigning a copyright could negatively affect the creator’s income.
• Research how the creator will be compensated for their work.
• Determine if the creator will receive royalties for future income or will be paid a one-time fee.
• Consider the potential legal costs associated with copyright infringement.
• Identify any other financial risks that could arise from the copyright assignment agreement.

Once you have a comprehensive understanding of the financial risks associated with a copyright assignment agreement, you can move on to the next step.

• A valid copyright assignment agreement must be in writing and signed by both parties
• It must include the title of the work being assigned, the date the assignment is effective, and the names of the assignor and assignee
• The agreement must clearly state the assignor’s intent to transfer the copyright to the assignee
• The agreement must include language that grants the assignee exclusive rights to use, reproduce, and distribute the work
• The agreement should also include language that requires the assignee to provide proper attribution to the assignor

Once you have these elements outlined in the agreement, you can check this step off your list and move on to the next step.

• Identify the parties involved, including the assignor and assignee
• Specify what is being assigned, typically the copyright or copyright ownership
• Include a description of the work, such as its title or specific details
• Establish a timeline, including when the agreement begins and ends
• Include a clause that states the assignor has full rights to the work and is authorized to make the assignment
• Explain the need for consideration and how it is to be paid
• Include a termination clause that outlines how the agreement can be ended
• Specify the governing law for the agreement
• Signatures of both parties, with a witness if necessary

You will know that you can check this step off your list and move on to the next step when you have identified and outlined all the necessary elements of a copyright assignment agreement.

• Understand why a consideration is required in a copyright assignment agreement
• Consideration is an exchange of value in a contract, which is necessary to make the contract enforceable
• It is important to identify what is being exchanged between the parties and document it in the agreement
• Consideration can be monetary (e.g. an upfront payment) or non-monetary (e.g. the promise to render a service)
• When drafting a copyright assignment agreement, ensure that the consideration is adequately expressed in the agreement
• Once the need for consideration is established and its form is expressed in the agreement, you can move on to the next step of outlining the necessary elements of a copyright assignment agreement.
• Understand the requirements for a valid execution of a copyright assignment agreement
• Identify the parties involved: the assignor and the assignee
• Ensure that the assignor has the legal authority to transfer the copyright and that there is sufficient consideration for the transfer
• Confirm that the agreement is in writing and signed by the assignor
• Make sure that the agreement clearly states the copyright being assigned, the date of the assignment, and the duration of the assignment
• Verify that the assignor acknowledges the transfer of copyright in the agreement
• When all the requirements are met, you can feel confident that the copyright assignment agreement is valid and the transfer of rights has been secured.
• Refer to the Copyright Act and any state specific laws that may apply.
• Include a statement confirming the transfer of the copyright ownership.
• Ensure the parties involved are clearly identified.
• Make sure the agreement is in writing or is evidenced in writing.
• Specify the scope of the assignment and its duration/term.
• Include a warranty that the party transferring the copyright owns the copyright or has the authority to transfer it.
• Include a non-compete clause, if applicable.
• Make sure there is a dispute resolution clause.

Once all of these best practices have been implemented, you can check off this step and move on to the next.

• Understand why clarity is essential when drafting a copyright assignment agreement
• Make sure that all the terms of the agreement are clear and unambiguous
• Identify the parties to the agreement and the works to be assigned
• Establish the scope of rights being transferred and the payment for the assignment
• Determine the jurisdiction and governing law of the assignment agreement
• Outline the term of the agreement and the termination and/or renewal provisions
• When all the terms of the agreement are clear, you can move on to the next step in the guide: Describe the importance of precision.
• Precision is essential when drafting a copyright assignment agreement.
• If there are any vague or ambiguous terms in the agreement, it could lead to costly disputes or misunderstandings over what rights are being assigned.
• Review the agreement carefully to ensure that the scope of rights being assigned is clearly stated and that there is no room for misinterpretation.
• Make sure that the language is specific and that each element of the agreement is clearly stated.
• Once you are confident that the agreement is precise and unambiguous, you can check this step off your list and move on to the next step.
• Understand the importance of accuracy in a copyright assignment agreement to ensure that rights are correctly transferred and not lost
• Identify any potential inaccuracies in the agreement, such as incorrect names or dates, and ensure these are corrected before signing
• Check that the agreement accurately and precisely outlines the rights assigned and that they match the expectations of the parties involved
• Review and analyze the agreement to confirm that all relevant details are included, such as the scope of the assignment, the applicable duration, and applicable jurisdictions
• Ensure the agreement is correctly worded and that any ambiguities are avoided to ensure the parties have a clear understanding of their obligations and rights
• Once you have checked for accuracy and ensured any discrepancies are corrected, you can then move on to the next step.
• Understand the importance of review and due diligence when drafting a copyright assignment agreement
• Ensure that the agreement is clear and accurate in order to avoid any potential disputes
• Identify any potential risks that may arise as a result of the agreement
• Take the necessary steps to mitigate these risks and ensure the agreement provides adequate protection to both parties
• Have a qualified legal professional review the agreement before signing to ensure all terms are legally binding
• When you have finished reviewing the agreement and conducted the necessary due diligence, you can check this step off your list and move on to the next step.
• Explain the concept of a license agreement, in which the copyright owner grants the licensee a set of rights to use the copyrighted material.
• Research different types of licenses that could be used to grant specific rights to the licensee, such as exclusive licenses, nonexclusive licenses and statutory licenses.
• Consider potential benefits of using a license agreement instead of a copyright assignment agreement, such as the ability for the copyright owner to retain some of the rights to the work and the potential for the licensee to obtain the rights to use the work without making a large monetary payment.
• Contact a lawyer for more information on the legal implications of using a license agreement instead of a copyright assignment agreement.
• Understand what a licensing agreement is: a contractual agreement between the copyright holder (the licensor) and a third party (the licensee) that allows the licensee to use the copyrighted material in exchange for payment or other consideration.
• Research the types of licensing agreements available, such as exclusive and non-exclusive agreements, as well as the differences between them.
• Consider the specific rights that the licensee will be granted and the limitations of those rights.
• Review any other terms of the agreement, such as the duration of the agreement, the royalties that the licensor will receive from the licensee, any obligations of the licensee, and any restrictions on use or modification of the copyrighted material.
• Understand the implications of breaching the licensing agreement.

You’ll know you can move on to the next step when you have a clear understanding of the concept of a licensing agreement, the types of licensing agreements, and the terms and implications of such an agreement.

• Understand what a work-for-hire agreement is: It is a contract between two parties in which one party (the “Hirer”) assigns the copyright of a work to the other party (the “Hired Party”) in exchange for a fee or other consideration.
• Determine what types of works are eligible for a work-for-hire agreement: Generally, the work must be specially commissioned and fall within certain categories of works, such as a contribution to a collective work, a translation, a supplementary work, a compilation, an instructional text, a test, answer material for a test, or an atlas.
• Identify the rights that the Hirer will have under a work-for-hire agreement: These rights typically include the exclusive right to use, reproduce, distribute, and create derivative works from the copyrighted work.
• Be aware of the key differences between a work-for-hire agreement and a licensing agreement: In a licensing agreement, the Hirer does not own the copyright but instead is merely granted a license to use the copyrighted work for a limited time and under certain conditions.

You will know you can check this off your list and move on to the next step once you have a general understanding of what a work-for-hire agreement is, the types of works that can be the subject of a work-for-hire agreement, the rights that the Hirer will have under a work-for-hire agreement, and the key differences between a work-for-hire agreement and a licensing agreement.

• Understand what an implied license is: it is a type of agreement between two parties where one party grants the other party the right to use their work, without the need for a written agreement.
• Know the different types of implied license, including perpetual, non-exclusive, and royalty-free.
• Identify the rights and limitations that come with each type of implied license.
• Be aware that implied licenses are often limited to one-time use, or may be limited to specific types of use.
• Understand that implied licenses are implied in the absence of a written agreement and may be subject to the jurisdiction of the courts.
• Be familiar with the concept of waiver of implied license.

You can check off this step when you have a clear understanding of the concept of an implied license, the different types of implied license, and the rights and limitations associated with each type.

• Understand the concept of a co-ownership agreement, which is when two or more parties own a work or interest in a work
• Know the key elements of a co-ownership agreement, including the ownership interests, rights granted, and the obligations and liabilities of each party
• Identify the rights and responsibilities of each party in regards to the agreement, such as the right to exploit the work, the right to license the work, and the right to transfer the ownership interests
• Understand the concept of “joint authorship”, which occurs when two or more authors contribute to a work in a way that makes them both authors
• Familiarize yourself with the concept of “work-made-for-hire”, which is when an employer hires an independent contractor to create a work and, under the law, the employer is considered the author
• Learn about the concept of “moral rights”, which give authors the right to the integrity of their work, including the right to be credited, the right to prevent distortion or modification, and the right to withdraw the work from the public

You will know you can check this off your list and move on to the next step when you have a thorough understanding of the concept of a co-ownership agreement, including the key elements, rights, and responsibilities of the parties involved.

John - What are the key elements of a copyright assignment agreement?

Asked by John on April 16th 2022. A: A copyright assignment agreement is an important legal document which assigns the rights of a copyright from one party, the copyright holder, to another, the assignee. The key elements of a copyright assignment agreement are:

• Identification of the parties – The agreement must include the names and contact details of both the copyright holder and assignee.
• Description of the work – The work being assigned must be described in detail, including any variations or modifications.
• Rights granted – This should include a clear description of what rights are being assigned and which jurisdiction they apply to (e.g. US, UK or EU).
• Term of the assignment – This should specify how long the assignment is valid for, or if it is an indefinite term.
• Consideration – This should outline what consideration is being provided by the assignee in exchange for the rights granted.
• Warranty – This should indicate that the copyright holder warrants that they have full power and authority to enter into the agreement and grant the rights specified in it.
• Indemnity – This should specify that the assignee will indemnify and hold harmless the copyright holder from any claims related to the copyright assignment agreement.
• Confidentiality – This should indicate that all information related to the agreement will remain confidential between both parties.
• Termination – This should describe how either party can terminate the agreement.
• Governing law – This should indicate which law governs any disputes related to the agreement.

Jane - How do I know if I need a copyright assignment agreement?

Asked by Jane on November 12th 2022. A: Whether or not you need a copyright assignment agreement depends on your particular situation and needs as a business or individual. Generally speaking, a copyright assignment agreement is necessary if you are transferring your copyright to another party for consideration (e.g. money). It’s also important to remember that different jurisdictions (e.g. USA, UK, EU) have different laws when it comes to copyrights and other intellectual property issues, so it’s essential to make sure you are familiar with those laws and how they may affect your specific situation before entering into any kind of agreement with another party. Additionally, if you are in an industry such as technology or software as a service (SaaS), you may need an additional layer of protection when it comes to intellectual property matters such as copyrights, so having a clear and detailed copyright assignment agreement is especially important in these cases.

Example dispute

Suing for breach of copyright assignment agreement.

• A plaintiff can raise a lawsuit for breach of a copyright assignment agreement if they can prove that the defendant has violated the agreement in some way.
• The plaintiff must be able to demonstrate that they have been harmed in some way due to the defendant’s breach of the agreement.
• The plaintiff must provide evidence of copyright ownership, such as a written assignment agreement, to prove that the copyright infringement occurred.
• The plaintiff may be able to recover damages related to the breach, including monetary damages, injunctive relief, or both.
• The plaintiff may also be able to seek punitive damages if they can show that the defendant’s actions were particularly egregious.
• Settlement may be reached through negotiation or mediation, or the court may decide the case.
• In some cases, a jury may be used to decide the case and determine the amount of damages to be awarded.

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Copyright Assignment Agreement Copyright Assignment Contract Simple Copyright Assignment Pro Assignee

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Assignment of Copyright – Explained With Modes and Disputes

Original work may not be reproduced, distributed, or sold by anybody other than the copyright owner without that owner’s consent. As a result, the law allows the copyright owner to assign ownership to a third party.

The term “copyright assignment” describes the transfer of ownership or rights in a work that has been granted copyright from the original copyright holder (the “ assignor “) to a different party (the “ assignee “). Through a legal procedure, the assignor gives up their ownership of the work and gives the assignee the only authority to reproduce, distribute, display, perform, or alter it.

This article discusses the concept of copyright assignment, which involves the transfer of ownership or rights in a copyrighted work from the original copyright holder (assignor) to another party (assignee). The article also explains the various aspects of copyright assignment, including its mode of assignment and disputes with respect to the assignment of copyright.

Assignment of Copyright

(Section 18 of the Copyright Act, 1957 )

The owner of the current work or the potential owner of the future work may assign the copyright. It may be fully or partially allocated. Limitations may apply to all or a portion of the copyright.

Additionally, if future work is assigned, the assignment will become effective when the new work is created. In future works, “assignee” includes the assignee’s legal representative if they die before the work is created.

The court ruled in  Saregama India Ltd. vs Suresh Jindal And Ors.  that the copyright owner to a future work has the right to assign the copyright, in whole or in part, to a third party. This indicates that the owner may assign the copyright ownership for the entire term or only a portion.

The assignee is regarded as the legal owner of the copyright after the assignment is made, and the Copyright Act recognises all associated rights and benefits. As mentioned above, the ruling affirms that copyright ownership can be transferred by assignment, enabling people or organisations to obtain and exercise control over the rights connected to the copyrighted work.

Mode of Assignment of Copyright

(Section 19 of the Copyright Act, 1957)

Every assignment of the copyright to a work must be made in writing and be signed by the assignor or an authorised representative. Only that assignment will be accepted. Any assigned work must include all relevant information, including the assignment, length, rights, and geographic scope.

The amount of any royalties or other payments made to the author or his legal heirs during the assignment should also be specified. Any revisions, extensions, or terminations of the assignment are subject to the mutually agreed-upon terms and circumstances.

Let’s say the assignee fails to utilise the right granted during the assignment within a year of receiving it. If such a thing occurs, the assignment of those rights will be presumed to have terminated unless otherwise specified in the assignment. When the assignment time and geographical scope are not specified, they will be assumed to be five years from the date of the assignment and inside India, respectively.

The Bombay High Court considered whether the assignment of video rights included the right of satellite transmission in the case of  Video Master vs Nishi Production . The court accepted the defendant’s claim that several public communication channels, such as satellite broadcasting, video TV, and terrestrial television broadcasting, each constituted a distinct copyright.

As a result, the film’s owner may transfer these rights to other people or companies. The court concluded that the video copyright granted to the plaintiff was separate from the copyright for the satellite transmission of the movie. Consequently, the satellite broadcast right was not part of the assignment.

Disputes With Respect to the Assignment of Copyright

(Section 19A of the Copyright Act, 1957)

After receiving a complaint from the assignor and completing an investigation, the appellate board has the authority to revoke the assignment or issue any orders it sees suitable when the assignee fails to execute the powers granted to him if such failure is not a result of any action or inaction on the part of the assignor.

If the assignor is also the author, the appellate board should hold off on issuing any revocation unless it is established that the terms of the assignment are harsh to the assignor. Additionally, no revocation may be made for five years if an assignment has been made.

The appellate board should handle copyright assignment complaints promptly and with diligence. They have a time limit of six months from the date of receiving the complaint to reach a final decision. If, for any reason, there is a delay beyond this period, the appellate board must explain the reasons for the delay. The goal is to ensure that copyright disputes are resolved promptly and transparently.

In this evolving world, copyright assignment is an unavoidable need. People are not always able to rely on themselves. The ownership of the work must be transferred to properly frame the art and realise the original piece’s full creative potential.

Furthermore, copyright assignment aids in the seamless development of the creative process when several creative minds collaborate or when a work is adapted across various media. It allows for fresh viewpoints, interpretations, and variations that could improve the original work or investigate other creative paths.

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Copyright Assignment Agreement

"transfer of owner's rights from one person to another. After such a transfer the previous owner loses all or major rights with regard to the copyright" - the Owner of the copyright transfers their ownership rights to the Assignee. After that, the owner will have limited or no rights over the copyright. "transfer of the right to use copyright from one person to another (user). After such a transfer the previous owner keeps their ownership of the copyright" - under this, the owner of the copyright keeps their ownership, and the licensee will only have the right to use the copyright on payment of the license fee. This Agreement is not suitable for Licensing Agreement, for that a separate Licensing Agreement is available on this website.

COPYRIGHT ASSIGNMENT AGREEMENT

This Copyright Assignment Agreement (the "Agreement" ) is made on ________ ( "Effective Date" )

BY AND BETWEEN

________ , a company incorporated under the laws of ________ , with Identification No.: ________ , having its registered office at ________ represented by its ________ , ________ (hereinafter referred to as the "Assignor" which expression shall unless excluded by or repugnant to the subject or context be deemed to include its successors-in-interest and permitted assigns)

________ , a company incorporated under the laws of ________ , with Identification No.: ________ , having its registered office at ________ represented by its ________ , ________ (hereinafter referred to as the "Assignee" which expression shall unless excluded by or repugnant to the subject or context be deemed to include its successors-in-interest and permitted assigns)

(The Assignor and the Assignee shall hereinafter individually referred to as "Party" and collectively as "Parties")

WHEREAS the Assignor owns all rights, titles, and interests in and to the said, Copyrighted Work.

WHEREAS the Assignor is willing to assign said Copyrighted Work to Assignee and the Assignor has the full right, absolute power, and lawful Authority to sell, assign, and convey the same in the manner herein set forth.

WHEREAS Assignee hereby accepts the said rights, title, and interest in respect of the Copyrighted Work by the terms of this Agreement.

NOW, THEREFORE, the Parties seek to enter into this Agreement to confirm and record the terms and conditions on which the Assignor shall assign to the Assignee and other Agreements in connection therewith.

1. DEFINITIONS AND INTERPRETATION

1.1. "Agreement" means this Copyright Assignment Agreement.

1.2. "Agreement Date" means the date marked at the beginning of this document ( ________ ).

1.3. "Applicable Law" shall include all applicable (i) statutes, enactments, acts of the legislature or parliament, laws, ordinances, rules, bye-laws, regulations, listing Agreements, notifications, guidelines or policies of any jurisdiction; and (ii) judicial quasi-judicial and/or administrative decisions, interpretations, directions, directives, licenses, permits, judgments, writs, injunctions, arbitral awards, decrees, orders, terms and conditions of governmental or regulatory approvals or Agreements with any governmental or regulatory Authority.

1.4. "Assignment" means an Assignment in writing by the act of the parties concerned.

1.5. "Governmental Authority" means any government Authority, statutory Authority, government department, agency, commission, board, tribunal or court or other law, rule or regulation-making entity having or purporting to have jurisdiction on behalf of India or any state or other subdivision thereof or any municipality, district or other subdivision thereof.

1.6. "GST" means Goods and services tax under the Goods and Services Tax Act, 2017.

1.7. "Copyrighted Work" means Copyrighted Work as prescribed under this Agreement.

2. INTERPRETATION

2.1. The headings in this Agreement are inserted for convenience only and shall be ignored in construing this Agreement.

2.2. Unless the context otherwise requires, in this Agreement:

2.2.1. words using the singular or plural number also include the plural or singular number, respectively;

2.2.2. words denoting any gender shall include all genders;

2.2.3. words "written" and "in writing" include any means of visible reproduction;

2.2.4. the terms "hereof", "herein", "hereto" and similar words refer to this entire Agreement and not any particular Clause, or any other subdivision of this Agreement;

2.2.5. the words "include" or "including" shall be deemed to be followed by "without limitation" or "but not limited to" whether or not they are followed by such phrases or words of like import;

2.2.6. references to any "person" include any natural person, corporation, judicial entity, association, statutory body, partnership, limited liability company, joint venture, trust, estate, unincorporated organization or government, state or any political subdivision, instrumentality, agency or Authority; and

2.2.7. references to "Clause" or any other agreement or document in this Agreement shall be construed as references to the Clauses of this Agreement, or such other agreement or document, as may be amended, modified or supplemented from time to time, and shall include a reference to any document which amends, modifies or supplements it, or is entered into, made or given under or in accordance with its terms.

3. ASSIGNMENT OF COPYRIGHT

Creator of Copyrighted Work: ________

Creator address:

Creator nationality: ________

Publication status: Published

First publication country: ________

First publication year: ________

First published by: ________

Registration Number: ________ .

Registration Date: ________ .

Class registered: Literary Works

Language of Copyrighted Work: ________

Description of Copyrighted Work:

________ ("Copyrighted Work")

A detailed description of the Copyrighted Work will be attached along with this Agreement as Annexure-A

4. ADDITIONAL DETAILS

4.1. A copy of the Copyrighted Work registration certificate will be attached along with this Agreement as Annexure-B .

4.2. The Copyrighted Work will be assigned to the Assignee upon execution of this Agreement.

4.3. The Assignment is exclusive to the Assignee. The Assignor irrevocably assigns grants and transfers to the Assignee, the Assignor's world rights, titles, and interests in and to the Copyrighted Work, including the rights granted under any applicable laws, Copyrighted Work registrations and applications that may exist covering the Copyrighted Work, rights to sue third-parties for and recover and retain all damages and other remedies for past, present, and future infringements and all other violations in law or equity concerning the Copyrighted Work.

4.4. The Copyrighted Work is assigned including the goodwill of the business symbolized by the use of the Copyrighted Work of the Assignor.

4.5. All the rights vested in Copyrighted Work with be rights to use, sell, assign, transfer, modify, delete, or stop such or any kind of products or services in respect of the Copyrighted Work are completely transferred to Assignee with no reservation.

4.6. The Copyrighted Work is to be held and enjoyed by the Assignee for its own use and enjoyment and the use and employment of its successors assigns or other legal representatives, as fully and entirely as the same would have been held and enjoyed by the Assignor if this Assignment had not been made.

4.7. The Assignor acknowledges and agrees that the Assignee may, in their sole discretion, make reasonable edits, modifications or adaptations to the literary work for the purposes of publication, distribution, or commercialization, provided that such edits or modifications do not materially alter the original intent or essence of the Copyrighted Work.

4.8. The Assignee shall make reasonable efforts to ensure that the authorship and attribution of the literary work are properly recognized and attributed to the Assignor in all authorized copies, publications, or derivative works. The Assignor hereby grants the Assignee the right to use their name, pseudonym, or other chosen attribution in connection with the Copyrighted Work.

4.9. In the event that the Assignee fails to exploit the assigned rights in the Copyrighted Work within the following period: ________ , the Assignor shall have the right to terminate this Agreement and the Copyrighted Work shall revert to the Assignor. Any royalties or payments due to the Assignee shall be accounted for up until the effective date of termination.

4.10. 88882225 525282 8525258228 252 822825225 522882555 25 2282522222 22288858 222282525 22 88852 82225825225 2252 5228825528228, 22 528255 2588 8888222222, 525 22 88852 25 25528225 252 52252222282225 82225825225 2252 22 252 88882222 58 252 28225 22 588 582528, 282828, 525 822252828 2525282, 25 225258882 58 88882222 252 585282, 82 5882555282 8825 252 22528 22 2588 825222222.

4.11. The Copyrighted Work has been previously licensed by the Assignor with the following details:

4.12. The Copyrighted Work has been previously assigned by the Assignor with the following details:

5. PERIOD OF ASSIGNMENT

5.1. The rights granted under this Agreement shall be for a fixed term. The term shall commence on the Effective Date and shall continue for the following period: ________ .

5.2. Upon the expiration of the fixed term, the Agreement shall automatically terminate, unless otherwise agreed upon in writing by both Parties.

6. RIGHTS GRANTED

6.1. The Assignor hereby grants the Assignee the following rights through this Agreement:

6.1.1. The right to make copies or duplicates of the Copyrighted Work in any format or medium, whether physical or digital, in whole or in part.

6.1.2. The right to distribute, sell, rent, lease, or otherwise make the Copyrighted Work available to the public, whether through physical copies, digital downloads, online streaming, or any other means of distribution.

6.1.3. The right to publicly perform, display, exhibit, or present the Copyrighted Work, whether in live performance, broadcasts, public showings, or any other form of public presentation.

6.1.4. The right to create derivative Copyrighted Works based on the Copyrighted Work, including translations, adaptations, modifications, complications, or any other form of alteration or transformation.

6.1.5. The Assignee shall have the sole and exclusive Authority to exercise these rights during the term of this Agreement, and the Assignor shall not grant similar rights to any other party during the exclusivity period without the prior written consent of the Assignee.

7. CONSIDERATION

7.1. The Assignee shall pay to the Assignor a one-time flat payment of Rs ________ (________) as consideration for the Assignment of the Copyrighted Work.

7.2. The payment shall be made using Internet Banking (NEFT/RTGS/IMPS) . The bank details are as follows:

7.3. The one-time flat payment should be paid upfront at the time of entering into this Agreement.

7.4. Any payments by the Assignee that are not paid on or before the date such payments are due under this Agreement, the Assignee shall be liable to a penalty of ________ % per annum from the unpaid sum.

7.5. Payment of such interest by the Assignee will not limit, in any way, the Assignor's right to exercise any other remedies as a consequence of delay in payment.

7.6. The cost of the stamp and other related costs in relation to the execution of this Agreement will be borne equally by the Assignor and the Assignee.

8. GOODS AND SERVICES TAX

8.1. Unless otherwise explicitly agreed to by each of the Parties, the amount payable under this Agreement excludes GST.

8.2. The Assignee must pay the GST Amount to the Assignor at the same time as making the payment.

8.3. Any obligation on the Assignee to pay the GST Amount under this clause is conditional on the Assignor providing to the Assignee a valid tax invoice in accordance with GST law.

9. ASSIGNOR WARRANTIES

9.1. The Assignor hereby provides the following warranties ( "Assignor Warranties" ):

9.1.1. That the Assignor has the full legal authority and capacity to enter into this Agreement.

9.1.2. That the Assignor owns or controls the Copyrighted Work which the Assignor is issuing under this Agreement.

9.1.3. That the Assignor has the full legal Authority to provide the Copyrighted Work to the Assignee.

9.1.4. That there are no restrictions, legal or otherwise, which prevent the Assignor from entering this Agreement.

9.1.5. The Assignor represents and warrants that the Copyrighted Work is an original creation and is not a reproduction, adaptation, or derivative of Copyrighted Work of any existing copyrighted material without appropriate authorization. The Assignor further represents and warrants that the Copyrighted Work does not contain any defamatory, unlawful, or infringing content.

9.1.6. The Assignor further represents and warrants that they have not granted any licenses or Assignments to third parties that would conflict with the rights being assigned to the Assignee under this Agreement.

9.1.7. In the event that there are any existing licensees or assignees, and if it is necessary under the relevant laws or contractual obligations, the Assignor shall duly notify all existing licensees and assignees regarding the present Agreement.

9.1.8. The Assignor represents and warrants that all information provided to the Assignee regarding the Copyrighted Work, including its creation, authorship, publication, and any associated registration or records, is accurate and complete to the best of their knowledge. The Assignor agrees to promptly notify the Assignee in writing of any changes or updates to such information.

9.1.9. The Assignor agrees to completely cease the use of Copyrighted Work or any confusingly similar Copyrighted Work and agrees not to challenge the Assignee's right to Copyrighted Work.

9.1.10. That the Assignor from the date of Assignment as mentioned under this Agreement shall not claim any right or interest in the assigned Copyrighted Work.

9.1.11. That this Agreement and Copyrighted Work is not in violation of any Agreements or infringe the intellectual property rights of any third party.

9.1.12. There are no legal claims or actions, existing or threatened, and no other liabilities that may negatively affect the Assignee's ability to use the Copyrighted Work.

9.1.13. In case there are any violations of the aforementioned warrants by the Assignor, the Assignor shall:

10. ASSIGNEE WARRANTIES

10.1. The Assignee hereby provides the following warranties ( "Assignee Warranties" ):

10.1.1. That the Assignee has full legal authority and capacity to enter into and fully perform this Agreement with Assignor.

10.1.2. The Assignee will comply with all applicable laws, regulations, and industry standards in the exercise of the rights assigned to them under this Agreement.

10.1.3. The Assignee will take reasonable measures to protect and enforce the assigned right, including defending against any infringement or unauthorized use of the Copyrighted Work.

10.1.4. That the Assignee will only use the Copyrighted Work in accordance with the terms of this Agreement.

11. INDEMNIFICATION

11.1. Each Party (referred to as the "Indemnifying Party" ) shall indemnify and agrees to defend and to keep the other Party (referred to as the "Indemnified Party" ) indemnified and harmless from and against all losses incurred/suffered by the Indemnified Party, arising from, or incurred in connection with or relating to, any third-party claims with respect to the following:

11.1.1. any breach of confidentiality provisions;

11.1.2. injuries, including bodily injury, death, or damage to property (including theft) occasioned by, or alleged to have been occasioned by the acts or commissions of the Indemnifying Party or any of its employees or representatives, whether negligent, willful or otherwise;

11.1.3. Indemnifying Party's failure to comply with any applicable law resulting in losses to the Indemnified Party;

11.1.4. any act of commission or omission including fraud, willful default, or gross negligence by or on the part of an Indemnifying Party or any of its employees or representatives, comprising without limitation any fines and penalties imposed by any Governmental Authority.

11.1.5. The indemnification rights of the Indemnified Party under this Agreement are independent of and in addition to, such rights and remedies as the Indemnified Party may have at law or in equity or otherwise, including the right to seek specific performance, recession, other injective relief, none which rights or remedies shall be affected or diminished thereby.

11.1.6. The Indemnified Party shall promptly notify the Indemnifying Party in writing of any claim or action for which indemnification is sought under this Agreement, provided that any failure to give such notice shall not relieve the Indemnifying Party of its obligations under this Agreement except to the extent it can demonstrate actual prejudice resulting from such failure.

11.1.7. The Indemnifying Party shall have the right to control the defense and settlement of any claim or action covered by this indemnification provision, provided that the Indemnifying Party shall not, without the prior written consent of the Indemnified Party, enter into any settlement that imposes any liability or obligation on the Indemnified Party or requires the Indemnified Party to take or refrain from taking any action.

11.1.8. The Indemnified Party shall provide reasonable cooperation to the Indemnifying Party in the defense of any claim or action covered by this Indemnification provision, including the provision of information, access to relevant documents, and participation in legal proceedings, at the Indemnifying Party's expense.

11.1.9. The provisions of this clause shall survive the termination and/or expiry of this Agreement.

12. CONFIDENTIAL INFORMATION

12.1. The Parties understand that during the course of any negotiations or discussions undertaken prior to and/or in pursuance of this Agreement, either Party may become privy and to and/or come into possession of information of proprietary nature (hereinafter referred to as "Receiving Party" ), belonging to other Party (hereinafter referred to as "Disclosing Party" ). Such proprietary information is herein referred to as "Confidential Information" and shall include information whether written, visual or oral in any other medium, including information, or data disclosed to the Receiving Party by the Disclosing Party or by a third party on behalf of the Disclosing Party and shall (i) any information having been disclosed prior to the date of this Agreement; (ii) any information relating to the Disclosing Party's business, procedures, products, training modules, processes, plans, know-how, designs, trade secrets, market opportunities, computer programs; (iii) this Agreement or any terms and conditions thereof.

12.2. Confidential Information shall not include any information that (i) is or becomes publicly available without breach of the terms of this Agreement; (ii) becomes lawfully available to the Receiving Party from a third party free from any confidentiality restriction; or (iii) was previously in the possession of the Receiving Party and which was not acquired directly or indirectly from the Disclosing Party, as evidenced by written records.

12.3. Receiving Party or any party to whom it transmits the Confidential Information pursuant to this Agreement may disclose the Confidential Information if it becomes legally compelled to do so under any relevant law, regulation or order of the court, provided the Disclosing Party is given prompt notice of such requirement or such order and (where possible) provided a reasonable opportunity to contest it and scope of such disclosure is limited to the extent possible.

12.4. The Receiving Party agrees and covenants with the Disclosing Party (i) to maintain confidentiality with respect to the Confidential Information coming into its knowledge and possession before or during the term of this Agreement; (ii) to use the same solely for the purpose as envisaged under this Agreement; (iii) to inform the Disclosing Party of any incident of breach of the Receiving Party's confidentiality obligations under this Agreement within 24 hours from the occurrence of such incident.

12.5. These clauses (confidentiality obligations) shall survive the termination of this Agreement for a period of: ________ .

13. FORCE MAJEURE

13.1. "Force Majeure" means an event beyond the control of the Parties, which prevents a Party from complying with any of its obligations under this Agreement, including but not limited to:

13.1.1. act of God (such as but not limited to, fires, explosions, earthquakes, drought, tidal waves and floods);

13.1.2. war, hostiles, invasion, the act of foreign enemies, requisition or embargo;

13.1.3. rebellion, revolution, insurrection or military power, civil war;

13.1.4. riot, commotions, strikes;

13.1.5. act or threats of terrorism, and pandemic.

13.2. The Parties shall not be liable for any failure to perform their respective obligations under this Agreement if such failure is caused due to a Force Majeure Event and in such case, the obligations of the relevant Party shall be suspended for so long the Force Majeure Event prevails.

13.3. Upon the occurrence of a Force Majeure Event, the non-performing Party/affected Party shall immediately inform the other Party of the same and continue to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay.

13.4. The Parties shall consult together in relation to the above matters following the occurrence of the Force Majeure Event to mitigate the losses and ensure this Agreement's smooth functioning.

14. COMMUNICATION AND NOTICES

All the notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been duly given if (a) delivered by hand and receipted by the Party to whom said notice or other communication shall have been directed, (b) mailed by certified or registered mail with postage prepaid, once acknowledged by the recipient, (c) sent by email provided under this Agreement.

For Assignor:

Address: ________

Email: ________

For Assignee:

15. MODIFICATION OF AGREEMENT

In the event any provision of this Agreement is determined to be invalid by any court or other entity of competent jurisdiction, the provision of this Agreement shall be deemed to have been amended and the Parties hereto agree to execute all documents necessary to evidence such amendment so as to eliminate or modify any such invalid provision so as to carry out the intent of this Agreement as far as possible and to render this Agreement enforceable in all respects as so modified.

16. NO WAIVER

The failure of any Party hereto to enforce any provision of this Agreement shall in no way be construed to be a waiver of such provisions or to affect the validity of this Agreement or any part thereof or the right of either Party to enforce each and every provision in accordance with its terms.

17. 85885825

552 52558228 82 2588 825222222 552 82885525 225 252 82282282282 22 522252282 2282 525 82 22 852 522822 25 5288282 522 22 252 2528888228 525222 25 225258882 522282 25285 822825582822 25 222282.

18. INTERPRETATION

The Parties acknowledge and agree that each Party has reviewed and negotiated the terms and provisions of this Agreement and has had the opportunity to contribute to its revision. Accordingly, the rule of construction to the effect that ambiguities are resolved against the drafting Party shall not be employed in the interpretation of this Agreement. Rather, the terms of this Agreement shall be construed fairly as to both Parties and not in favour or against either Party.

19. REMEDIES

Each Party recognises that the foregoing restrictive covenants are fair and reasonable and are required for the protection of legitimate business interests. Each Party also understands that the other Party will be irrevocably harmed if the restrictive covenants are not specifically enforced. Accordingly, Each Party agrees that the foregoing restrictive covenants may be enforced by the other Party through temporary and/or permanent injunctive relief, without prejudice to other reliefs as may exist.

20. DISPUTES

20.1. Both the Parties do hereby agree that any dispute arising out of or in relation to this Agreement shall be settled in accordance with the provisions of the Arbitration and Conciliation Act, 1996 and/ or any statutory modification or re-enactment thereof for the time being in force. The Parties shall mutually appoint a single Arbitrator. Each Party shall pay their own costs and fees of the arbitration and the cost of the arbitrator shall be borne equally. The seat or place of the arbitration shall be as follows: Andaman and Nicobar Islands . The language of the arbitration shall be: ________ .

20.2. The Agreement shall be governed in accordance with the laws of India and the courts of Andaman and Nicobar Islands will have the exclusive jurisdiction.

21. LEGAL FEES AND COSTS

In the event of any legal action by any Party to enforce any one or more provisions of this Agreement, whether at law or in equity, the prevailing Party shall be entitled to receive from the other Party all enforcement costs including, without limitation, reasonable legal fees and costs whether incurred before, during and after the trial or other litigation including appeal.

22. SURVIVAL OF OBLIGATION

Notwithstanding any other provisions of this Agreement, at termination, expiration or completion of this Agreement, any provisions of this Agreement which would by their nature be expected to survive termination, expiration or completion shall remain in provisions which are explicitly stated to survive termination, expiration or completion shall remain in full force and effect, including but not limited to any provisions which are explicitly stated to survive termination, expiration or completion.

23. COUNTERPARTS

This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together constitute one and the same instrument.

24. ENTIRE AGREEMENT

Both the Parties represent and agree that they have read this Agreement and understand its terms and the fact that it releases all claims each might have entered into this Agreement without duress or coercion from any source. This Agreement supersedes all other Agreements entered into between the Parties.

IN WITNESS WHEREOF , the Parties hereto have executed this Agreement on ________

FOR ASSIGNOR:

Authorized Signatory: ________ ( ________ )

FOR ASSIGNEE

Govt. ID Name & No.:

Signature: The undersigned, being a duly appointed Notary Public, located at ________ on this date, the above-named ________ (Assignor) and ________ (Assignee), appeared before me and properly identified to me and did sign the forgoing.

IN TESTIMONY WHEREOF I subscribe my name and affix my seal notarial on this ___ day of ________ 20___

_______________________

Notary Public

(Details of Copyrighted Work)

SCHEDULE - B

(A copy of the Copyrighted Work registration certificate)

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