copyright assignment must be in writing

17 U.S. Code § 204 - Execution of transfers of copyright ownership

Section 204 is a somewhat broadened and liberalized counterpart of sections 28 and 29 of the present statute [sections 28 and 29 of former title 17]. Under subsection (a), a transfer of copyright ownership (other than one brought about by operation of law) is valid only if there exists an instrument of conveyance, or alternatively a “note or memorandum of the transfer,” which is in writing and signed by the copyright owner “or such owner’s duly authorized agent.” Subsection (b) makes clear that a notarial or consular acknowledgment is not essential to the validity of any transfer, whether executed in the United States or abroad. However, the subsection would liberalize the conditions under which certificates of acknowledgment of documents executed abroad are to be accorded prima facie weight, and would give the same weight to domestic acknowledgments under appropriate circumstances.

Understanding an assignment of copyright agreement

Did you know you can assign, or transfer, your copyright to someone? Find out what information to include in your agreement and how you can make sure your interests are protected.

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by Ronna L. DeLoe, Esq.

Ronna L. DeLoe is a freelance writer and a published author who has written hundreds of legal articles. She does...

Assignment of copyright

When you create intellectual property such as a book, poem, song, photograph, or painting, copyright laws give you the right to claim ownership of your creative work. Registering your copyright with the U.S. Copyright Office allows others to find out who owns the rights to your creation. As a copyright owner, you can also transfer, or assign, your copyright, as long as you follow the correct procedure.

Woman with short brown hair in art studio leans across desk with art supplies and camera on it to type on laptop

Copyright assignment permits a third party, known as the assignee, to take ownership of the copyright from the owner, or assignor. The assignment must be done in writing to be valid. Although notarization isn't required, it's a good idea to have someone witness the assignor and assignee signing and dating the agreement. Transfer of ownership usually involves monetary exchange, although that's not a requirement.

Registering a copyright with the U.S. Copyright Office isn't a requirement for valid ownership, even in cases of copyright assignment. However, registering provides a way for third parties to discern who owns the copyright. Because you don't have to file the transfer, a short-form assignment contract is sufficient for filing. This document usually contains only limited details of the work you're assigning, including the copyright number (if applicable), the signatures of both parties, the signature of a witness if desired, and the date of the assignment.

Just like in any other contract, a copyright assignment should contain certain information , such as the amount of consideration, or money, being exchanged. When assigning your copyright, the other party should provide some amount of consideration. Contracts usually include the language “for other good and valuable consideration," and courts have held that even one dollar is acceptable. As long as each party to the contract is getting something in return and the contract is not made under duress or pressure, the contract is valid.

Likewise, as the owner of the copyright, you have the right to assign all or part of it. If you assign your entire copyright to the other party, you are giving up all of your rights to your own copyright. In the case of a book, for example, assigning only part of your copyright could mean:

Assigning it to one party for use as a movie and to another for use as a television show
Assigning one party the original version and another party a translated version
Assigning rights to different types of books, such as an audiobook, a traditional print book, and an e-book
A partial assignment for a limited duration, if you specify such in your agreement

Copyright laws protect you in case your work of intellectual property becomes famous or is worth money later on. While you can't get your copyright back for many years after your assignment unless the new owner consents otherwise, current copyright law allows you to terminate your copyright assignment after 35 years.

For example, songwriters who assigned their copyright to what are now legendary songs from the 1960s or 1970s can now recover the copyright to their songs, many of which have increased in value due to their use in commercials and television shows. The writer of "YMCA," a member of the Village People, successfully recovered his copyright by invoking his termination rights after the 35-year period.

If you're a freelancer who creates a work such as a poetry collection, you own the copyright of the poetry book and can assign the copyright, if you wish. If, however, you're employed by someone to write poems, either as an employee or as an independent contractor under their direction, your creation is sometimes called a work for hire .

Creation of intellectual property under a work-for-hire contract means that you don't own the copyright. Instead, whoever hired you owns it, and unless that person gives you permission to purchase or own the copyright, you cannot transfer it to anyone else.

The more control a client has over how and when you're creating the intellectual property, the more likely you're regarded as an employee rather than an independent contractor. An employer-employee relationship generally assures that the employer owns the copyright. If, on the other hand, you're an independent contractor and have more creative control over your project than an employee would have, then you're the copyright owner.

Because intellectual property is an extremely specialized area of the law, it's recommended that you use a copyright attorney or similar intellectual property specialist to assist in any assignments. You can start protecting your creative interests by registering your copyright .

Assignment of Copyrights & Legal Implications

Copyright gives authors a bundle of personal property or economic rights in an original work of authorship. These rights include the rights to reproduce, create derivative works, distribute work to the public, publicly perform a work, publicly display visual works, and digitally transmit sound records. They belong exclusively to a copyright holder.

Usually, the copyright holder is the person who created the work. However, any of these economic rights, or any part of these economic rights, can be transferred. Under the Visual Artists Rights Act (VARA), an artist’s moral rights in a work of fine art can be waived but not assigned.

An original owner who assigns their copyright to someone else will not retain any right to control how the work is used.

The transfer of economic rights may be on an exclusive basis, which requires a written agreement, or a non-exclusive basis, which does not require a written agreement. Most commonly, this transfer is accomplished by assignment or license. Unlike a license in which the copyright owner maintains their ownership, an assignment is similar to a sale. The original copyright owner sells the rights to a third party and cannot control how the rights are used, just as they would not be able to control how personal property that they sold was used once it was transferred.

Generally, a license is preferable if a copyright holder expects to continue exercising interests and control over the work. For example, if you assign your copyright in a song to a music producer, the decision about whether to allow a film studio to use your song in a film will belong to the producer, not to you. If you license your copyright in a song in a limited capacity to a music producer, however, you will continue to be able to license your copyright in the song to a film producer.

Assignments can be used for many different purposes, such as security for debt, as an asset passed to heirs, or as part of the distribution of assets after a bankruptcy proceeding. Once you assign your rights to somebody else, however, you are permanently giving away your right to control the work. That means if you try to exercise any of the rights you have assigned, you are committing copyright infringement even though you created the work. If you assign your copyright to somebody else and regret the loss, you may be able to buy your copyright back from that person, but whether or not to sell it back to you is up to the assignee.

How Is Copyright Assigned?

Under Section 204 , a transfer of ownership is only valid if the instrument, note, or memorandum of transfer is in writing, signed by the copyright owner or their duly authorized agent. Generally, a certificate of acknowledgment is not required for the transfer to be valid, but it can be used as prima facie evidence that a transfer was executed if it is issued by someone authorized to administer oaths in the United States or, if the transfer is executed abroad, if the certificate is issued by a United States diplomatic or consular official, or a person authorized to administer oaths who also provides a certificate.

Formally recording an assignment with the Copyright Office is not required but can be advantageous.

You do not have to record an assignment in order to assign the interest. However, there are advantages to recording the assignment, such as creating a public record of the transfer details, giving constructive notice to members of the public, establishing priority of rights when there are conflicting transfers of ownership, validating the transfer of the copyright against a third party, or in some cases perfecting a security interest.

Last reviewed October 2024

Intellectual Property Law Center Contents

Intellectual Property Law Center
Copyright Infringement & Related Lawsuits
Copyright Ownership Under the Law
Assignment of Copyrights & Legal Implications
Copyright Licensing Under the Law
Copyright Registration Under the Law
Safe Harbors for Online Service Providers Under Copyright Law
Criminal Copyright Infringement Laws
Enforcement of Copyrights Through Lawsuits & Criminal Charges
Fair Use Defense to Copyright Infringement Lawsuits
Software Development Agreements & Related Legal Concerns
End-User License Agreements Imposing Legal Restrictions on Software
Lists, Directories, and Databases Under Copyright Law
Photos of Buildings and Architecture Under Copyright Law
Photos of Copyrighted or Trademarked Works & the Fair Use Defense to Infringement Lawsuits
Works in the Public Domain After Copyrights Legally Expire
Copyrights and Credits for Songwriters Under the Law
Music Samples and Copyright Infringement Lawsuits
Playing Music in Stores or Restaurants — How to Avoid Copyright Infringement Lawsuits
Consignment Sales by Artists to Stores & Legal Protections
Destruction of Copyrighted Works & Limited Legal Protections
Copyright Legal Forms
Trademark Law
Trade Secret Law
Choosing Among Patent, Copyright, and Trademark for Legal Protection
Intellectual Property Law FAQs
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COMMENTS

17 U.S. Code § 204 - Execution of transfers of copyright ...
(a) A transfer of copyright ownership, other than by operation of law, is not valid unless an instrument of conveyance, or a note or memorandum of the transfer, is in writing and signed by the owner of the rights conveyed or such owner’s duly authorized agent.
Assignment/Transfer of Copyright Ownership (FAQ) | U.S ...
Assignment/Transfer of Copyright Ownership. Are copyrights transferable? Yes. Like any other property, all or part of the rights in a work may be transferred by the owner to another. See Circular 1, Copyright Basics, section " Transfer of Copyright," for a discussion of ownership.
Understanding an assignment of copyright agreement
Copyright assignment permits a third party, known as the assignee, to take ownership of the copyright from the owner, or assignor. The assignment must be done in writing to be valid. Although notarization isn't required, it's a good idea to have someone witness the assignor and assignee signing and dating the agreement.
Copyright Assignments – When You Need Them and When to Record ...
Key Takeaways on Copyright Assignments. Copyright ownership vests in the original author at creation. For any third party to own or enforce a copyright, a properly executed copyright assignment must be made. The basics for copyright ownership and enforcement include: Document a copyright assignment to clearly define rights and ownership;
Copyright Licenses and Assignments (BitLaw)
A transfer of copyright rights is usually either an assignment or a license. An assignment of copyright rights is like the sale of personal property. The original owner sells its rights to a third party, and can no longer exercise control over how the third party uses those rights.
Assignment of Copyrights & Legal Implications | Intellectual ...
How Is Copyright Assigned? Under Section 204, a transfer of ownership is only valid if the instrument, note, or memorandum of transfer is in writing, signed by the copyright owner or their duly authorized agent. Generally, a certificate of acknowledgment is not required for the transfer to be valid, but it can be used as prima facie evidence ...