A transfer of rights contract is a legal agreement between two parties that allows one party to transfer their rights, ownership, or interest in a particular property or asset to another party. This type of contract is commonly used in various industries, including entertainment, publishing, and real estate.
If you are considering entering into a transfer of rights contract, it is essential to have a clear understanding of the terms and conditions of the agreement. To help you get started, we have provided a sample transfer of rights contract below with some key provisions that may be included.
Transfer of Rights Contract Sample
PARTIES:
[INSERT NAME OF SELLER], hereinafter referred to as ”Seller,” whose address is [INSERT ADDRESS], and [INSERT NAME OF BUYER], hereinafter referred to as ”Buyer,” whose address is [INSERT ADDRESS].
BACKGROUND:
Seller is the owner of certain intellectual property rights in the [INSERT PROPERTY], which is described in Exhibit A attached hereto.
Seller desires to transfer such intellectual property rights to Buyer, and Buyer desires to acquire such intellectual property rights from Seller, upon the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:
1. Transfer of Rights
Seller agrees to transfer, convey, and assign to Buyer all of its right, title, and interest in and to the intellectual property rights in the [INSERT PROPERTY], including, but not limited to, trademarks, copyrights, patents, and trade secrets.
2. Purchase Price
Buyer agrees to pay Seller [INSERT PURCHASE PRICE], payable at closing.
3. Representations and Warranties
Seller represents and warrants to Buyer that:
(a) Seller is the owner of the intellectual property rights in the [INSERT PROPERTY], and has the right to transfer such rights to Buyer;
(b) The intellectual property rights in the [INSERT PROPERTY] are free and clear of any liens, encumbrances, or claims;
(c) The intellectual property rights in the [INSERT PROPERTY] do not infringe upon any third-party intellectual property rights;
(d) Seller has not entered into any other transfer of rights contract with any third party that would conflict with this agreement.
4. Indemnification
Seller agrees to indemnify, defend, and hold harmless Buyer, its officers, directors, employees, agents, and affiliates, from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorneys` fees, arising from any breach of the representations and warranties set forth in Section 3 above.
5. Governing Law
This agreement shall be governed by and construed in accordance with the laws of the state of [INSERT STATE].
IN WITNESS WHEREOF, the Parties have executed this Transfer of Rights Contract as of the date first above written.
[INSERT SIGNATURE BLOCKS FOR SELLER AND BUYER]
Conclusion
A transfer of rights contract can be a powerful legal tool for transferring ownership of intellectual property rights from one party to another. By reviewing this sample contract and consulting with an experienced attorney, you can ensure that your transfer of rights agreement is tailored to your unique needs and protects your legal interests.