IP Assignment Audit Checklist Template
Two documents and three sheets that check every contributor's assignment against the rule the asset they created actually needs.
Free download · No account needed
Contributor Register · flagged rows
Solvix Analytics, Inc., a Delaware corporation
Fourteen contributors checked against what they actually created. Eleven are clean. These three are not, one gap per category.
| Contributor | Created | Assignment adequate? | Status |
|---|---|---|---|
| Priya Nandan, contractor | Scoring engine (software) | No, work-for-hire clause; software isn’t covered | FLAGGED |
| Marcus Ito, contractor | Notification service (software) | No agreement on file at all | FLAGGED |
| Dana Feld, employee | Method, provisional patent filed | No, conceived 51 days before hire | FLAGGED |
Three different failures, not one
A work-for-hire clause that does not cover software, a missing contract, and a timing gap on an invention. Checking whether a document exists misses every one of them; checking what it actually reaches catches all three.
Search results for an IP assignment audit checklist agree: get everyone to sign an assignment agreement, then confirm the signature exists. That treats intellectual property as one bucket. A patent, a piece of copyrighted software and a trade secret transfer under three different rules, and a document adequate for one can do nothing for another. Patent law has no work-for-hire doctrine at all: an invention belongs to its named inventor until a written instrument assigns it away, no matter who paid for the time or the equipment.
Solvix Analytics, Inc. checked fourteen contributors against what each one actually created. Eleven were clean. Three were not, one for each category. A pre-incorporation contractor's scoring engine sat under a "work made for hire" clause that does nothing for software, since a commissioned work-for-hire clause only reaches nine specific categories and general code is not one of them. A second contractor's notification service had no agreement at all. A current engineer's own dated notes showed she conceived a patentable method fifty-one days before her employment agreement's effective date, outside the clause's during-employment scope.
The Gap List prices each row two ways, not just "missing." A confirmatory assignment from a current, cooperative contractor cost a fraction of what rebuilding the same module blind would, and that math flips once the person has left. Diligence found after a term sheet is signed prices the gap into the deal; a due diligence review run earlier prices it into a fix instead. The same graded-finding discipline that dates a family of entities' filings applies here to who owns what those filings describe.
What's in the pack
Contributor Register
Every person ever paid or named on a filing, checked against what they actually created and whether the assignment on file reaches that category and that date.
IP Asset Register
One row per patent, software module, mark or trade secret, with the specific document that transfers it named rather than assumed from a general clause.
Ownership Assessment
The narrative behind every flag: what is missing, which of the three rules applies, and why a signed document did not already cover it.
Gap List
Every flagged row priced two ways, ranked the way a minute book's Gap Register grades a defect: by what it costs to cure now against what it costs to leave open.
Remediation Assignments
Present-tense confirmatory assignments naming the specific asset or invention, not a generic release, ready for the signature the Gap List is waiting on.
How to use it
- 1
Open in River, or take it blank
Send River the cap table, payroll history, repository or design-file authorship, and any patent or trademark filings, or take the Word documents and CSV sheets from the template library.
- 2
Build the Contributor Register first
Every person ever paid or credited gets a row, checked against an actual creation date and an actual engagement date before any assignment gets marked adequate.
- 3
Check the rule against the category
A patent, a copyrighted work and a trade secret transfer under three different rules, so each flagged row states which rule applies rather than a generic missing-document note.
- 4
Price the gap, then close it
The Gap List states what curing a row now costs against what not curing it costs, and the Remediation Assignments give the signature a specific document to close it with.
Frequently asked questions
Is this template free?
Yes. The zip is Word documents and CSV sheets, no account and no card. Edit with AI is the other half: the agent builds the Contributor Register from what you send, checks each assignment against the rule the asset actually needs, and drafts the confirmatory documents for whatever is missing. Other packs sit in the template library.
What format are the downloaded files?
Word (.docx) for the Ownership Assessment and the Remediation Assignments, and CSV (.csv) for the Contributor Register, the IP Asset Register and the Gap List. Excel, Numbers and Google Sheets open the sheets directly; the two documents open in Word, Pages or Google Docs.
Why isn't a signed "IP assignment agreement" enough by itself?
Because the phrase covers three different transfers with three different rules. A work-for-hire clause moves a copyright automatically only for an in-scope employee; for a contractor it works only for nine narrow categories that mostly exclude software. Patent law has no work-for-hire doctrine at all, so an invention needs its own written assignment regardless of who is doing the creating.
What is a shop right, and why doesn't it fix this?
A shop right is an implied, non-exclusive, royalty-free license an employer gets to use an invention made with its own time or materials, even with no assignment on file. It is not ownership: it cannot be sold, licensed to a third party, or asserted against an infringer, and it does not apply at all where the invention was conceived before the engagement began.
Our contract says the work is "made for hire." Isn't that the assignment?
Only for what the statute actually covers. For an employee acting within the scope of employment, yes, automatically. For a contractor, only where the work fits one of nine listed categories, and general software is not among them, so the clause does nothing and a separate present-tense assignment is still required.
Does finding a gap now actually help if we already have a term sheet?
Yes, usually. A current, cooperative contributor signing a confirmatory assignment before diligence starts is a routine fix. The same gap found by the other side's counsel becomes a closing condition or a valuation conversation instead, because they have no reason to take your estimate of how easy the fix will be.
How is this different from a data room review?
Scope. A due diligence review reads the whole contract set against a deal structure; this reads every contributor against every asset they touched, which is one input into that room rather than a replacement for reading the rest of it.