3. Intellectual property ownership
- To the extent that the work performed by the Contractor under this Agreement ("Contractor's Work") includes any work of authorship entitled to protection under copyright laws, the parties agree to the following provisions.
- Contractor's Work has been specially ordered and commissioned by Design Firm as a contribution to a collective work, a supplementary work, or other category of work eligible to be treated as a work made for hire under the U.S. Copyright Act.
- Contractor's Work shall be deemed a commissioned work and a work made for hire to the greatest extent permitted by law.
- Design Firm shall be the sole author of Contractor's Work and any work embodying the Contractor's Work according to the U.S. Copyright Act.
- To the extent that Contractor's Work is not properly characterized as a work made for hire, Contractor grants to Design Firm all right, title, and interest in Contractor's Work, including all copyright rights, in perpetuity and throughout the world.
- Contractor shall help prepare any papers Design Firm considers necessary to secure any copyrights, patents, trademarks, or intellectual property rights at no charge to Design Firm. However, Design Firm shall reimburse Contractor for reasonable out-of-pocket expenses incurred.
- Contractor agrees to require any employees or contract personnel Contractor uses to perform services under this Agreement to assign in writing to Contractor all copyright and other intellectual property rights they may have in their work product. Contractor shall provide Design Firm with a signed copy of each such assignment.
- Contractor hereby waives any and all moral rights, including the right to identification of authorship or limitation on subsequent modification that Contractor has or may have in any materials or other deliverables assigned to Design Firm hereunder.
- All of the provisions of this Section 3 shall be effective only upon full payment of all Fixed Compensation due pursuant to Section 2 and Exhibit A.