What Is a IP Assignment?
An IP assignment is a written agreement that transfers ownership of intellectual property, such as inventions, code or designs, from a person to a company.
How it works
An IP assignment is a contract in which the creator of intellectual property transfers their rights to another party, typically the company. It usually identifies the covered works, such as inventions, code, designs, writing and trademarks, and states that the person assigns all rights in them. Many assignments cover future work done for the company, and are signed by founders, employees and contractors.
The reason it matters is that ownership does not automatically follow payment or involvement. Under US law, patents generally begin with the inventor, and copyrights generally begin with the author, with exceptions such as work made for hire. Patent assignments are commonly recorded with the USPTO.
Example
For example, two founders write the first version of a product before incorporating. After forming a company, they each sign an agreement assigning the code and any inventions related to the business to the company. Later, an investor's lawyers review the documents and see a clear chain of ownership.
Why founders care
Investors and acquirers commonly check that the company owns what it claims to own, as part of due diligence. Gaps, such as a contractor who never signed anything, can slow or derail a deal. Rules differ by state, especially for employee inventions, and the wording of the agreement matters, so a lawyer should review it.
Common mistakes
- Having contractors build core product without a signed assignment.
- Forgetting work created before the company was formed.
- Using vague wording that does not clearly transfer ownership.
- Not collecting signatures from early collaborators who leave.
Frequently asked questions
What is an IP assignment?
An IP assignment is a written agreement transferring ownership of intellectual property, such as inventions, code or designs, from a person to a company. It typically covers existing and future work related to the business.
IP assignment vs license: what is the difference?
An assignment transfers ownership of the intellectual property. A license gives permission to use it while the owner keeps ownership. Which one fits depends on the deal, so have it reviewed by an attorney.
Related terms
Go deeper
- IP Assignment Agreements for Startups Explained IP guideIP assignment agreement basics for startups: founder IP assignment, invention assignment for employees, contractor IP ownership and what to include.
- IP Due Diligence for Startups Before Fundraising IP guideIP due diligence for startups: what investors ask about IP, a practical checklist, and why founder IP assignment should come before funding.
All 70 startup terms · More terms starting with I · Guides
General information, not legal, tax or financial advice. Reviewed 11 November 2026.