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IP Assignment Agreement Review — Make Sure You're Not Giving Away More Than You Think

Most IP assignment clauses in employment and contractor agreements are broader than people realize. They often cover work created outside company hours, on personal equipment, and only tangentially related to the company's business. Revealr reads your IP assignment language and tells you exactly what you are transferring — including whether it could affect your personal projects, startup ideas, or creative work.

  • Full clause-by-clause review — every section, not just the highlights
  • Risk score 0–100 — understand severity at a glance
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  • Specific action steps — exactly what to negotiate or ask
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What Does an IP Assignment Agreement Actually Transfer?

What Revealr checks in IP assignment agreements

Pre-existing IP coverage
Whether the clause captures work you created before the agreement
Work-for-hire vs assignment distinction
Different legal implications with similar practical outcomes
Side projects and personal work
Whether your after-hours work is covered by the clause
IP carve-outs
Whether prior work and personal projects are explicitly excluded
Irrevocability and compensation
Whether you are compensated for the transfer and whether it can be undone

What Revealr Looks for in IP Assignment Clauses

Here is what a Revealr analysis looks like for a real IP Assignment Agreement.

R
Revealr Analysis
IP Assignment Agreement
Risk Score
74 / 100
CRITICAL§3.2
Overbroad Pre-Invention Assignment

This clause assigns to the company all inventions, works, and developments conceived by you during the employment period that 'relate to or are useful in connection with the company's current or reasonably anticipated business.' This language is broad enough to potentially cover work you create on weekends using personal equipment.

WARNING§3.5
No Carve-Out for Pre-Existing Personal Projects

This agreement does not include a schedule or exhibit listing pre-existing IP you wish to retain. Without an explicit exclusion, prior work that 'relates to' the company's business could be captured by the assignment clause in §3.2. Documenting your pre-existing work before signing is the most reliable way to protect it.

→ Before signing, prepare a written list of personal projects, side work, or prior IP you want to retain. Ask to attach it as Exhibit A with language stating those items are excluded from the assignment.
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When IP Assignment Language Crosses the Line

Employees reviewing their employment contract
You want to know whether your side projects or personal work are at risk
Contractors signing agreements with IP clauses
You create work and want to understand what you retain
Founders and entrepreneurs
You are about to sign something and want to protect your pre-existing IP

IP assignment clauses have been the source of some of the most significant employment disputes — including employees who unknowingly assigned ownership of work that later became valuable personal projects or companies.

Frequently Asked Questions

Only if you have an IP assignment or work-for-hire clause that says so. Even then, some states restrict employer IP assignment for work created on personal time without company resources.

A clause that assigns to your employer any inventions you conceive during your employment that relate to the company's business. Many employees do not realize this can cover ideas they had before starting.

Work-for-hire means the company is legally the original author. IP assignment means you created it and then transferred the rights. Both achieve similar outcomes but have different legal implications.

Yes. Documenting and disclosing your pre-existing work before signing can establish what is excluded. Revealr recommends what to negotiate and document before signing an IP-heavy agreement.

Language that explicitly excludes certain work from the IP assignment — typically personal projects created outside work hours without company resources. Revealr flags agreements that lack these carve-outs.

Related tools & guides

review the NDA attached to your IP agreementreview your full employment contractIP assignment in contractor agreements

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Revealr provides AI-assisted document analysis for informational purposes only. IP assignment law varies by state and jurisdiction. For significant IP assets, consult an intellectual property attorney.