When appointing a consultant or freelancer to provide services to your business, a key part of the contractual arrangement must be to ensure that you own the intellectual property rights in the work done by the freelancer or consultant. In order to ensure this is the case, the intellectual property clause should establish the following:
1. the client is the owner of any Intellectual Property rights that have been created or will be created on any work during the consultancy services for the client by the consultant (subject to point 4);
2. the consultant will waive all ‘moral rights’ (e.g. the right to be acknowledged as the author and the right to object to modification of the work) on any Intellectual Property rights that arise out of the work done for the client;
3. the consultant will offer to sell to the client, which has the right to refuse, any Intellectual Property rights that cannot be legally transferred without additional compensation (although this is more for underlying legal protection and is unlikely to arise in practice);
4. the parties can specify which Intellectual Property rights do and will belong to the consultant, such as the consultant’s pre-existing Intellectual Property rights which existed before the consultancy agreement;
5. the consultant must cooperate with the client in obtaining any legal protections for the Intellectual Property rights created through the services without additional compensation other than reasonable expenses (e.g. providing further documentation or signing relevant confirmations relating to the work).
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This Basic Training article was written by Silvia Dal Cin for Legal Sidekick. Legal Sidekick is the legal platform for startups. We offer automated contracts and loads of startup legal resources and guides. For intellectual property and other legal queries, contact us if you need help.