Giving Up Your Rights

December 1999
by Ivan Hoffman, B.A., J.D.

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Ivan HoffmanIvan Hoffman (photo right) is a publishing, copyright, Internet law, recording, and music attorney as well as a published writer and author. He practices in the Los Angeles area. You may reach him at or 818/342-1762.

Without knowing it, publishers, Web site designers, and others may find that they have unintentionally given up valuable rights when they enter into a contract. What often seems like innocuous language, something publishers and designers believe they have seen countless times, may turn out to have expensive consequences.

Just one example: Those provisions in an agreement allowing for the right of assignment on the part of the other party. These provisions can appear in a licensing agreement where the publisher assigns some set of rights to another party, such as serialization rights, merchandising rights, book club rights, or the like. It can also appear in a foreign publishing deal in which the United States publisher assigns the right to either reprint or translate their English language version to a publisher in another country. It can also find its way into a Web design agreement whereby the designer grants the site owner the right to assign the rights granted by the designer to others.

The Language

The seemingly innocuous words often appear as merely a phrase in the agreement to the effect that “Publisher [Designer] grants to Licensee and Licensee’s successors and assigns, ….” The right of assignment on the part of the Licensee in this instance is expressly granted even if the consequences are unintended. There may also be an express provision granting either or both of the parties the right to assign their rights and duties under this agreement. While…IBPA Members – Click here to view the full article (login required).

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