Free Assignment of Copyright Template (UK)

What is this document?

An assignment of copyright is a legal document — executed as a deed — that transfers ownership of copyright from one person or entity (the assignor) to another (the assignee). Under section 90 of the Copyright, Designs and Patents Act 1988 (CDPA 1988), an assignment of copyright is only effective if it is in writing and signed by or on behalf of the assignor. This deed provides the written instrument required to effect a valid, legally enforceable transfer of copyright.

Who needs it?

Any person or business that needs to transfer ownership of copyright in a creative work, such as written content, graphic designs, illustrations, photographs, software code, website designs, music, video, or other original works. Common scenarios include: a freelancer or agency assigning copyright in work created for a client; a business acquiring the rights to a creative work from its author; a departing founder or employee confirming assignment of works created during their engagement; or a rights holder selling or gifting their copyright to another party.

Why is it important?

Copyright in the UK arises automatically when an original work is created — there is no registration requirement. The first owner of copyright is generally the author (or the employer, where the work was created by an employee in the course of employment). When a freelancer, contractor, or third party creates a work, copyright belongs to them by default, even if the work was commissioned and paid for by someone else. To transfer that ownership, a written assignment complying with section 90 of the CDPA 1988 is essential. Without it, the commissioning party has no legal ownership of the copyright, regardless of any verbal agreement or payment. This deed provides the formal, written, signed instrument that the law requires.

Key UK legislation

Copyright, Designs and Patents Act 1988 (CDPA 1988), in particular section 90 (assignment must be in writing) and sections 77-89 (moral rights)

Template document

Deed of Assignment of Copyright

Date: [Date]

Parties

(1) [Full legal name of Assignor], [a company incorporated and registered in England and Wales with company number [number], whose registered office is at [registered office address] / an individual of [address]] (the "Assignor"); and

(2) [Full legal name of Assignee], [a company incorporated and registered in England and Wales with company number [number], whose registered office is at [registered office address] / an individual of [address]] (the "Assignee").

Background

(A) The Assignor is the owner of the copyright and all other rights described in this Deed in the Work (as defined below).

(B) The Assignor has agreed to assign to the Assignee all copyright and related rights in the Work on the terms set out in this Deed.

1. Definitions

1.1 In this Deed, unless the context otherwise requires:

"Assignee" means [full legal name of assignee], as identified above.

"Assignor" means [full legal name of assignor], as identified above.

"CDPA 1988" means the Copyright, Designs and Patents Act 1988, as amended from time to time.

"Moral Rights" means the rights conferred by Chapter IV of Part I of the CDPA 1988, namely the right to be identified as author (section 77), the right to object to derogatory treatment (section 80), the right not to have a work falsely attributed (section 84), and the right to privacy of certain photographs and films (section 85).

"Rights" means all copyright (including the right to reproduce, distribute, communicate to the public, make available to the public, perform, display, adapt, and translate the Work), all related rights, and all rights of action and remedies in respect of any past, present, or future infringement of any such rights, for the full term of those rights including all renewals and extensions, throughout the world.

"Work" means [describe the work in sufficient detail to identify it, e.g.: "the graphic design and artwork for the [project name / website / logo / publication] created by the Assignor [between [start date] and [end date] / on or about [date]], comprising [describe the specific deliverables, files, or materials, e.g. the logo designs, illustrations, website mockups, source code files, written content, photographs, etc.]"].

2. Assignment

2.1 In consideration of the Consideration set out in clause 7, and with the intention of conferring the full benefit of the Rights on the Assignee, the Assignor hereby assigns to the Assignee with full title guarantee the Rights in the Work, with effect from the date of this Deed.

2.2 The assignment in clause 2.1 is a present assignment of existing rights and, to the fullest extent permitted by law, an assignment of future copyright in accordance with section 91 of the CDPA 1988. If any part of the Work has not yet been created at the date of this Deed, the copyright in that part shall vest in the Assignee immediately and automatically upon its creation.

2.3 The assignment in this clause 2 includes the right to bring proceedings, claim damages, and exercise all rights and remedies in respect of any infringement of the Rights that occurred before the date of this Deed, to the fullest extent permitted by law.

3. Moral Rights Waiver

3.1 The Assignor irrevocably and unconditionally waives all Moral Rights in the Work to which the Assignor is now or may at any future time be entitled under Chapter IV of Part I of the CDPA 1988 (and under any similar legislation in any jurisdiction in the world), including without limitation:

(a) the right to be identified as the author of the Work under section 77 of the CDPA 1988;

(b) the right to object to derogatory treatment of the Work under section 80 of the CDPA 1988; and

3.2 The waiver in clause 3.1 extends to the Assignee, its licensees, successors in title, and any person authorised by the Assignee to use or deal with the Work.

3.3 The Assignor acknowledges that the Assignee may, in its sole discretion, modify, adapt, combine, or use the Work in any manner, and the Assignor shall have no right to object to any such treatment of the Work.

4. Warranties

4.1 The Assignor warrants and represents to the Assignee that:

(a) the Assignor is the sole legal and beneficial owner of the Rights and has full right, power, and authority to enter into this Deed and to assign the Rights to the Assignee;

(b) the Work is original and was created by the Assignor (or by persons whose rights have been duly assigned to the Assignor in writing);

(c) the Rights are free from any encumbrance, licence, charge, lien, or other third-party right, and the Assignor has not previously assigned, licensed, charged, or otherwise disposed of or encumbered the Rights or any part of them;

(d) the Work does not infringe the copyright, Intellectual Property Rights, or any other rights of any third party;

(e) to the best of the Assignor's knowledge and belief, there are no claims, actions, proceedings, or investigations pending or threatened in relation to the Work or the Rights; and

(f) the Assignor has not done, and will not do, anything that would or might prejudice the Rights or the Assignee's ability to enjoy and exploit the Rights to their full extent.

5. Indemnity

5.1 The Assignor shall indemnify and hold harmless the Assignee and its successors, licensees, and assigns against all claims, actions, proceedings, losses, damages, liabilities, costs, and expenses (including reasonable legal costs) arising out of or in connection with:

(a) any breach of the warranties set out in clause 4;

(b) any claim that the Work (or any part of it) infringes the copyright, Intellectual Property Rights, or other rights of any third party; or

(c) any claim by a third party asserting any right, title, interest, licence, or encumbrance in relation to the Work or the Rights.

6. Further Assurance

6.1 The Assignor shall, at the Assignee's request and expense, promptly execute all such documents and do all such acts and things as the Assignee may reasonably require to give full effect to this Deed and to vest in the Assignee the full benefit of the Rights, including:

(a) signing any additional assignments, confirmations, or other documents required to perfect the Assignee's title in any jurisdiction;

(b) assisting with the registration of the Assignee's rights with any relevant authority or registry; and

(c) providing any information, evidence, or testimony reasonably required to support the Assignee's ownership of the Rights in any legal proceedings or dispute.

7. Consideration

7.1 The assignment of the Rights under this Deed is made in consideration of:

[Choose the appropriate option and delete the others:]

(a) the payment by the Assignee to the Assignor of the sum of [amount in words] ([amount in figures]) (exclusive of VAT), receipt of which the Assignor hereby acknowledges; or

(b) the obligations of the Assignee under the [describe the related agreement, e.g. "web design agreement dated [date] between the Assignor and the Assignee" / "consultancy agreement dated [date] between the Assignor and the Assignee" / "software development agreement dated [date] between the Assignor and the Assignee"], the terms of which include payment for the creation of the Work and the assignment of the Rights; or

(c) the sum of one pound (GBP 1.00), receipt of which the Assignor hereby acknowledges, and other good and valuable consideration the sufficiency of which is acknowledged by the Assignor.

8. General Provisions

Entire agreement

8.1 This Deed constitutes the entire agreement between the parties in relation to the assignment of the Rights in the Work and supersedes all previous agreements, promises, representations, and understandings between the parties relating to that subject matter, save that this Deed does not supersede or affect any other agreement between the parties under which the Work was created [, including the [describe related agreement] referred to in clause 7.1(b)].

Variation

8.2 No variation of this Deed shall be effective unless it is in writing, expressed to be a deed, and signed by or on behalf of each party.

Severability

8.3 If any provision of this Deed (or part of any provision) is or becomes illegal, invalid, or unenforceable, the legality, validity, and enforceability of the remaining provisions shall not be affected.

No waiver

8.4 No failure or delay by the Assignee to exercise any right or remedy under this Deed shall constitute a waiver of that or any other right or remedy.

Third party rights

8.5 A person who is not a party to this Deed shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Deed.

Successors and assigns

8.6 This Deed shall be binding on and shall enure to the benefit of the parties and their respective successors, assigns, and personal representatives. The Assignee may freely assign, transfer, charge, or otherwise deal with the Rights and the benefit of this Deed without the Assignor's consent.

Governing law and jurisdiction

8.7 This Deed and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.

8.8 Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Deed or its subject matter or formation.

IN WITNESS WHEREOF the parties have executed this document as a deed on the date first set out above.

Executed as a deed by [Full legal name of Assignor]:

[If the Assignor is a company:]

Director signature: ___________________________

Name: [Name]

Director / Secretary signature: ___________________________

Name: [Name]

[If the Assignor is an individual:]

Signed as a deed by the Assignor:

Signature: ___________________________

Name: [Name]

In the presence of:

Witness signature: ___________________________

Witness name: [Name]

Witness address: [Address]

Executed as a deed by [Full legal name of Assignee]:

[If the Assignee is a company:]

Director signature: ___________________________

Name: [Name]

Director / Secretary signature: ___________________________

Name: [Name]

[If the Assignee is an individual:]

Signed as a deed by the Assignee:

Signature: ___________________________

Name: [Name]

In the presence of:

Witness signature: ___________________________

Witness name: [Name]

Witness address: [Address]

This document was created using a template from website-contracts.co.uk.

Clause-by-clause guide

Plain English explanations of the key sections.

Clause 1 defines the key terms used throughout the deed. The most important definition is the 'Work', which must be described in sufficient detail to identify exactly what copyright is being assigned. Be as specific as possible: name the project, describe the deliverables (logo designs, website mockups, source code, photographs, written content, etc.), and specify the dates of creation. A vague description could lead to disputes about what was and was not assigned. The 'Rights' definition is deliberately broad, covering all copyright and related rights, including the right to bring proceedings for past infringement, for the full term of copyright, worldwide. This ensures the Assignee receives the most comprehensive transfer possible.

Clause 2 is the operative provision that effects the transfer of copyright. Under section 90(3) of the Copyright, Designs and Patents Act 1988, an assignment of copyright is not effective unless it is in writing and signed by or on behalf of the copyright owner. This deed satisfies that requirement. The assignment is drafted as a present assignment, meaning the transfer takes effect immediately on execution of the deed. It also includes an assignment of future copyright under section 91 of the CDPA 1988, so that if any part of the Work has not yet been created, copyright will vest in the Assignee automatically upon creation. The inclusion of a right to pursue claims for past infringement ensures that the Assignee can take action against anyone who copied the Work before the assignment took place.

Moral rights are personal rights that belong to the author of a work, separate from the economic rights (copyright). Under Chapter IV of Part I of the CDPA 1988, an author has the right to be identified as author (the 'paternity right', section 77), the right to object to derogatory treatment of the work (the 'integrity right', section 80), and the right not to have a work falsely attributed (section 84). Moral rights cannot be assigned, but they can be waived under section 87 of the CDPA 1988. This clause includes a comprehensive, irrevocable waiver of all moral rights, which is important because without it the author could potentially object to changes the Assignee makes to the Work, or insist on being credited as the author. The waiver extends to the Assignee's licensees and successors, ensuring it provides broad and lasting protection.

Clause 4 contains the Assignor's warranties — promises about the current state of affairs that the Assignee is entitled to rely on. The key warranties are: the Assignor is the sole owner of the copyright, the Work is original, the rights are free from encumbrances, and the Work does not infringe any third party's rights. These warranties are critically important because if any of them turn out to be false, the Assignee may have a claim for breach of warranty. Clause 5 reinforces this with an indemnity, under which the Assignor agrees to compensate the Assignee for any losses, costs, and expenses arising from a breach of the warranties or from any third-party claim relating to the Work. The indemnity covers the Assignee's successors and licensees as well, providing protection down the chain of title.

Clause 6 is a 'further assurance' obligation, requiring the Assignor to take any additional steps needed to perfect the assignment — for example, signing additional documents for overseas registrations or providing evidence of ownership in legal proceedings. Clause 7 sets out the consideration (payment) for the assignment, with three options: a standalone cash payment, consideration provided under a related agreement (such as a web design or consultancy agreement), or nominal consideration of one pound. For the deed to be legally effective as a deed, it does not technically require consideration, but including it avoids any doubt and is standard commercial practice. Clause 8 contains the general provisions, including the entire agreement clause, severability, no waiver, exclusion of third party rights under the Contracts (Rights of Third Parties) Act 1999, and the important provision allowing the Assignee to freely assign or deal with the Rights without the Assignor's consent.

Frequently asked questions

Section 90(3) of the Copyright, Designs and Patents Act 1988 expressly requires that an assignment of copyright must be in writing and signed by or on behalf of the copyright owner (the assignor). An oral agreement to assign copyright is not legally effective to transfer ownership, even if both parties intended it and even if the assignee has paid for the work. This is a strict statutory requirement with no exceptions. Without a signed, written assignment, the copyright remains with the original owner. This is one of the most commonly misunderstood aspects of UK copyright law — many businesses assume that commissioning and paying for a work is enough to acquire the copyright, but it is not. This deed provides the formal written instrument that the law requires.

An assignment transfers ownership of copyright from one person to another. After the assignment, the assignee becomes the new owner and can use, license, sell, or enforce the copyright as they see fit, and the assignor no longer has any ownership rights. A licence, by contrast, is a permission to use the copyright in specified ways, while the copyright owner retains ownership. A licence can be exclusive (only the licensee can use the work, even to the exclusion of the copyright owner), sole (the licensee and the copyright owner can both use the work, but no one else), or non-exclusive (the copyright owner can grant licences to multiple people). An assignment is permanent and complete; a licence can be limited in scope, duration, and territory. Use an assignment when you want to transfer full ownership, and a licence when you want to grant permission to use while retaining ownership.

Moral rights are personal rights belonging to the author of a work, separate from the economic rights (copyright). The main moral rights under the CDPA 1988 are: the right to be identified as the author (section 77), the right to object to derogatory treatment of the work (section 80), and the right not to have a work falsely attributed (section 84). Moral rights cannot be assigned — they remain with the author even after copyright has been transferred. However, they can be waived under section 87 of the CDPA 1988. A waiver is important because without it, the author could potentially insist on being credited whenever the work is used, or object to modifications that the new owner wants to make. For commercial work such as logos, designs, websites, and software, a moral rights waiver ensures the assignee has complete freedom to use and modify the work without restriction.

Not necessarily. Because this document is executed as a deed, it does not technically require consideration (payment) to be legally binding — a deed derives its binding force from the formality of its execution, not from the exchange of value. However, it is standard commercial practice to record the consideration in the deed, and this template provides three options: a standalone cash payment, consideration provided under a related agreement (such as the fees payable under a web design or consultancy agreement that included the creation of the work), or nominal consideration of one pound plus 'other good and valuable consideration'. The third option is commonly used where the assignment forms part of a broader commercial arrangement and the parties want to ensure there is no doubt about the enforceability of the deed.

Yes, under English law. Section 91 of the Copyright, Designs and Patents Act 1988 provides that where an agreement is made with respect to future copyright — that is, copyright that will come into existence in the future — the copyright will vest in the assignee automatically when the work is created, without the need for any further assignment. This deed includes a clause covering future copyright, so that if any part of the Work described in the definitions has not yet been created at the date of execution, the copyright will vest in the Assignee as soon as it comes into existence. This is particularly useful in project-based engagements where the assignment deed is signed at the start of the project but some deliverables are created later.