Transfer of intellectual property rights

• “Mortis causa”: By any of the means admitted in law. 
• For “Inter vivo” acts: by written document of transfer of rights.

When and how to use this transfer of intellectual property

With the transfer of rights contract, the rights to intellectual property may be transferred to another party, for example, those that are related with trademarks, copyright or patents. 

This contract contains a series of clauses for the protection of the copyright. It should specify:

• The parties: Author or assignor, and assignee or assignee entity that receives the title. 
• The rights assigned: they may be registered rights, unregistered or a combination of both. 
• The transmission that guarantees ownership: specifying whether it is full (exclusive) or limited (non-exclusive). 
• The price paid for the transfer.
• The rights excluded from that title (optional).
• A selection of guarantees.
• Penal clauses: indemnifications in case of improper use or outside the contract (optional).
• The transmission that guarantees ownership: specifying whether it is full (exclusive) or limited (non-exclusive).
• The price paid for the transfer.

The transfer of rights is carried out by a written contract between the author and the third person who will acquire those rights, in which he recognizes that he is the author of the work and has all the rights on it. It is the way to prevent the responsibility that can come from the person who gives up the rights of a work that is not really his. In the following lines we will see the contents carefully.

Contents of the contract of transfer of rights of IP

We will now analyse the content and characteristics of the transfer contracts:

Assigned rights

• Rights of reproduction: direct or indirect fixation, provisional or permanent, form, of all the work or of part of it, that allows its communication or the obtaining of copies.
• Right of distribution: make available to the public the original or copies of the work, on a tangible medium, by selling, renting, lending or otherwise.
• Right of public communication: Scenic representations or recitations of the dramatic, musical, literary works. In addition to public projection or display of cinematographic and audiovisual works by broadcasting or other means of wireless diffusion.
• Right of Transformation: translation, adaptation and any other modification of the work in its form from which a different work is derived. Also reordering a database.

Remuneration (price)

Amount that the author will receive for the transfer of the rights. This payment is made by the person or entity that receives the ownership of these exploitation rights. It may be in a single disbursement or in percentages proportional to the holding.

Duration of the contract

The author gives up the rights of exploitation of his work for the maximum term that is agreed in the contract. After 70 years after his death, it becames public domain.

Territory in which it acts

The contracting party can agree where this contract of transfer will act and in what limits. The transferof exploitation rights can be extended to all countries of the world or only to a territory.

When are the rights are not transferible?

The transfer is made for the sole and exclusive use that the contract dictates. It is understood as a peaceful and bona fide use of those rights. 

If it’s used without authorization, it may be a violation of the rights of PI, and the holder may exercise the criminal and/or civil actions provided for in the law and in the penal clauses of the contract.

Warranties: Exclusivity character

The transfer contract guarantees the authorship and originality of the work transferred, as well as the agreed use within the permitted legal parameters.

Registration

For the validity of the contract for the transfer of intellectual rights, the holder or purchaser of the transfer must go to his registration in the general registry of intellectual property. 

Must apply for legal aid:

• If any of the parties is outside of Spain.
• For the registration of a transfer of intellectual property rights in the competent authorities.

Management entities