Contract advice needed


RookyCakes

New Member
First and foremost, hello everyone!

I just signed up to this forum today, so my apologies should this not be the right place to post this, but I saw that there are so many people here that are great at helping and so I thought "why not give it a try" :)

I just started doing freelance work, and with this one it's a little tricky.
It originally just started with some minor illustrations and character design for something, but ended up with me also doing logo design, animations and layout for the same person's project.

We did not really set a proper contract as it was mostly just work between friends. Now of course the client wants to publish it and needs a form of legal agreement and set his people on to help him with this. They sent me a small paragraph to sign over all the rights, which I found to be a rather bad idea and refused. The client himself is absolutely fine with just having the usage rights, so it should not be too much of a problem.

But this is where I would really appreciate your help.
This is the little bit of contract they had originally sent me:

"The freelance designer, [ME], acknowledges that (except to the extent prohibited by or ineffective in law) any intellectual property which exists in any of the work (i.e. drawings, designs, graphics and/or animation) and materials embodying them shall automatically belong to [client's company] as from creation and (except to the extent prohibited by or ineffective in law), [ME] hereby assigns, by way of present and future assignment, any and all right, title and interest therein to [client's company]
Permission is granted by [client's company] for [ME] to use any of the work for promotional purposes (i.e. display the work in [my] design portfolio to promote [my] freelance design services) providing it does not constitute a conflict of interest towards the services and products offered by [client's company] "

Should I in this case just switch around the client's company and my name or is there a contract as simple as this I could find online that I could use?

Any help here would be very, very appreciated, I am still new to all of this and I find it all very confusing as English isn't my first language.

Thanks in advance to all of you beautiful people,

RC
 

Levi

Moderator
Staff member
I wouldn't sign that, to me it reads that you're giving away future work rights as well. In all honesty I'd go have a chat with a legal expert.

Last time I checked none of us on the forum are legal experts so the advice we give you might not be the best option for you.
 

Wardy

Well-Known Member
as English isn't my first language.
You could've fooled me!

acknowledges that (except to the extent prohibited by or ineffective in law)
What does that even mean?!

They're either trying to pull a fast one over you, or they're just covering themselves in case it becomes very successful and they don't want you pulling a fast one
on them, further down the line. You were right to refuse initially, but you also need to see it from their point of view I suppose. Sign over the rights by all means, but make them pay
for it handsomely!
 

Paul Murray

Moderator
Staff member
The freelance designer, [ME], acknowledges that (except to the extent prohibited by or ineffective in law) any intellectual property which exists in any of the work (i.e. drawings, designs, graphics and/or animation) and materials embodying them shall automatically belong to [client's company] as from creation and (except to the extent prohibited by or ineffective in law), [ME] hereby assigns, by way of present and future assignment, any and all right, title and interest therein to [client's company]
Permission is granted by [client's company] for [ME] to use any of the work for promotional purposes (i.e. display the work in [my] design portfolio to promote [my] freelance design services) providing it does not constitute a conflict of interest towards the services and products offered by [client's company] "
Translation: "Whatever you produce is automatially owned by the company, but we might let you show it in your portoflio"

Do not agree to these terms. Unless you're employed, you retain the IP rights to all your work unless you explicitly hand them over to the client. When producing work for them you assign them an exclusive licence to use the work, sometimes for a certain period of time but in this case potentially indefinitely. This is something you should specifiy in your own contracts or terms. You can even give them permission to publish the work and sell it, but if they want the full rights to the work then they should buy them from you. Don't ever give up copyrights for work just because someone asked.
 

scotty

Moderator
Staff member
There was another member who posted something similar a while back regarding the client coming in late in the day with with a contract that essentially said, they own everything.
In that case they made out they were doing it to "protect" the Illustrator.

I get very suspicious when I hear things like this.
 
Top