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The freelance clause that hands over your copyright

A work made for hire clause hands the client everything you make for it, and a backup assignment catches whatever the first words miss. This guide reads one from a real agreement filed with the SEC.

What it costs

In this agreement, $72,000 for a full year is all the consultant is paid for the rights to the work.

Assumes the one year term in section 6 runs its full length at the section 2 pay of $6,000 a month. An illustration, built on the assumptions stated here.

The clause, from a real filing

12. Work Made for Hire

All Work Product created by Consultant in connection with the Services shall be deemed a “work made for hire” to the fullest extent permitted by law. To the extent any Work Product is not deemed a work made for hire, Consultant hereby irrevocably assigns to Company all rights, title, and interest in and to such Work Product, including all intellectual property rights.
Consulting Agreement, Exhibit 10.1, CIK 1904286, Form 8-K, filed with the SEC on June 8, 2026. Read the original on SEC.gov
  • High risk

    Everything you make for the client belongs to the client

    The work is the company’s from the moment it exists, and a backup assignment catches the rest. Section 11 defines the work broadly, and section 12 adds that anything not treated as a work made for hire is assigned outright. Nothing in these sections reserves the consultant’s own tools or earlier materials.

The change to ask for

Before: All Work Product created by Consultant in connection with the Services shall be deemed a “work made for hire” to the fullest extent permitted by law. To the extent any Work Product is not deemed a work made for hire, Consultant hereby irrevocably assigns to Company all rights, title, and interest in and to such Work Product, including all intellectual property rights.

After: Consultant hereby irrevocably assigns to Company all rights, title, and interest in and to the final deliverables, once paid for, and licenses to Company the pre-existing materials and tools of Consultant that they contain.

Suggested language to discuss, not legal advice. Section 11 needs the same change. Which materials count as your own is for you to name.

Before you sign: who owns what you make

  1. Find the clause. It may sit under Work Made for Hire, Intellectual Property, or Work Product.
  2. Check what counts as the work: only the final deliverable, or every note, draft, and tool.
  3. Check for a backup assignment. It catches what the work made for hire words miss.
  4. In California, a work made for hire clause can make the client your employer for workers’ compensation and unemployment insurance.
  5. Check whether you keep your earlier materials and tools, or license them.
  6. Check whether you are paid more than the fee for the rights, and when ownership passes.
  7. Ask to assign the final deliverable once paid for, and to license the rest.
Open the one-page checklist to print
Transcript
  1. 0:00As a freelancer, you usually own what you create, until you sign it away.
  2. 0:06Your work for the client is called work made for hire, and if it is not, you assign it anyway.
  3. 0:12The company owns it from the moment you make it.
  4. 0:15In this agreement, a full year at $6,000 a month is $72,000, rights included.
  5. 0:21Ask to assign only the final deliverable, keep your tools, and license what is built in.
  6. 0:26Check your contract for this clause.

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BeforeJD is not a law firm. This is informational only, not legal advice.