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1. Parties: Identification of the Assignor (copyright owner) and Assignee, including full legal names, addresses, and any relevant registration numbers
2. Background: Context of the agreement, relationship between parties, and brief description of the copyrighted work(s) being assigned
3. Definitions: Definitions of key terms used throughout the agreement, including 'Work', 'Intellectual Property Rights', 'Effective Date', etc.
4. Assignment: Clear statement of the transfer of all copyright and related rights from Assignor to Assignee, including scope and territory
5. Consideration: Details of the payment or other consideration for the assignment
6. Assignor's Warranties: Warranties regarding ownership, right to assign, non-infringement, and originality of the work
7. Further Assurance: Obligation to execute additional documents and perform actions necessary to perfect the assignment
8. Waiver of Moral Rights: Express waiver of moral rights to the extent permitted by Philippine law
9. Governing Law and Jurisdiction: Specification of Philippine law as governing law and choice of courts
10. Entire Agreement: Statement that the agreement represents the entire understanding between parties
11. Execution: Signature blocks and execution formalities
1. Representations: Additional representations about the work or parties, used when specific assurances beyond standard warranties are needed
2. Confidentiality: Provisions for maintaining confidentiality of the agreement terms, used when dealing with sensitive works or terms
3. Tax Provisions: Specific provisions about tax responsibilities, used when significant monetary consideration is involved
4. Registration: Provisions regarding copyright registration and recordation with IPOPHL, used when formal registration is desired
5. Royalties: Structure for any ongoing payments or royalties, used when the assignment includes future revenue sharing
6. Indemnification: Specific indemnification provisions, used when additional protection is needed beyond standard warranties
7. Survival: Specification of which provisions survive termination, used in complex assignments with ongoing obligations
1. Schedule 1 - Description of Works: Detailed description of all copyrighted works being assigned, including creation dates and registration details if any
2. Schedule 2 - Assigned Rights: Comprehensive list of all intellectual property rights being transferred
3. Schedule 3 - Consideration Details: Detailed breakdown of payment terms, installments, or other consideration structures
4. Appendix A - Existing Licenses: List of any existing licenses or permissions granted to third parties
5. Appendix B - Registration Certificates: Copies of copyright registration certificates or other relevant documentation
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Professional Services
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Intellectual Property
Content Acquisition
Business Development
Editorial
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Research & Development
Content Management
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