IP Assignment

An intellectual property assignment is an agreement whereby a transfers their intellectual property rights to another person. For technology startups, this is a critical document which is entered into with founders, employees and contractors to ensure that the corporation is the legal owner of all intellectual property.

Note that in many cases, the applicable assignment provisions will be found in an employment or independent contractor agreement, in which case, a stand-alone IP assignment is not necessary.

A stand-alone IP assignment is generally used by founders, by workers where there is no formal agreement (for example, developers hired using a third-party platform, where there is no formal agreement), or as part of a transfer of intellectual property. For example:

• founders that have developed IP before incorporating a corporation may assign the IP to the corporation;
• an investor may require founders to assign IP where there was no formal agreement between the founders and the corporation concerning IP; and
• a purchaser of the assets of a business may request an assignment of IP to ensure that the IP is part of the assets being transferred.