Scope: what the assignment covers
Narrow
Assignment limited to the specific deliverables listed in the contract. Your existing tools, libraries, templates and unrelated work stay yours.
Broad
Assignment of "all work product created during the term." Read literally, this can capture anything you build in the period, including work for other clients or personal projects.
Timing: on delivery or on payment
An assignment that transfers on delivery means the client owns the work before paying for it. If they then don't pay, you're pursuing a debt for property that's already theirs.
An assignment conditioned on full payment keeps ownership with you until the invoice clears. It's a one-line change and it's one of the most commonly granted requests, because a client acting in good faith has no reason to object.
Pre-existing materials
Workable: A clause stating that pre-existing materials, tools and general know-how remain yours, with the client receiving a licence to use them as embedded in the deliverables.
Worth pushing back on: Blanket assignment with no carve-out. If you reuse a component library or base template across clients, a broad assignment can technically transfer it to whoever you signed with first.
The part most guides skip: your portfolioIP assignment and portfolio rights are separate questions, and most contracts only address the first. A full assignment can leave you unable to show the work you produced — sometimes even to describe the client by name. If the work matters to how you win future business, the clause to ask for is a portfolio licence: a short sentence reserving your right to display the work as a sample. It costs the client nothing and it's rarely refused when raised before signing.
Questions to ask before you sign
- Does the assignment cover only the deliverables, or all work during the term?
- Does ownership transfer on delivery or on full payment?
- Are my pre-existing tools and templates carved out?
- Can I display the work in my portfolio?
- Can I name the client publicly?
- Does this include moral rights, and does that matter where I live?
Sources
- U.S. Copyright Office — Circular 9, Works Made for Hire
- U.S. Patent and Trademark Office — IP basics for small business
This is general information, not legal advice. Docly helps you find and understand what a document actually says. It does not tell you whether a clause is enforceable where you live, and it is not a substitute for a lawyer. For a decision with real money attached, get advice from an attorney licensed in your state.
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