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Corporate

What is an IP assignment agreement and when does my Ontario business need one?

TSL Written by the Treadstone Law team· Updated August 2026

An IP assignment agreement is a contract that transfers ownership of intellectual property — copyright, trademark rights, or an invention — from the person or business that created it to another party, typically your company. It matters most whenever someone outside a standard employment relationship creates something valuable for you: a freelance developer building your software, an agency designing your branding, a co-founder who built an early prototype before incorporation, or a contractor developing a process later worth patenting.

Without a signed assignment, ownership can default to the creator rather than to your business even though you paid for the work, which becomes a serious problem during financing, a sale, or a partner dispute when buyers or courts scrutinize who actually owns what. A good assignment agreement identifies the specific IP being transferred, confirms the transfer is immediate, and addresses moral rights separately. Founders are often surprised to learn that pre-incorporation work they personally did is not automatically owned by the corporation once it is formed — that also needs an assignment, and getting it in place early is far cheaper than untangling it later.

Key takeaways

  • An IP assignment transfers ownership of copyright, patent, or trademark rights to your business.
  • It is needed for contractors, agencies, and even founders' pre-incorporation work.
  • Ownership does not default to the payer — it defaults to the creator absent a written assignment.
  • Missing assignments are a common problem uncovered during financing or a sale.
This is general information, not legal advice. It doesn’t create a lawyer–client relationship, and the rules can change. For advice on your situation, a Treadstone corporate lawyer can help.
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