Login

I just had a client ask me to sign a contract with a clause that says they own all my working files, including source code and raw design assets, for a flat project fee. I’m used to handing over final deliverables, but this feels like they’re trying to buy my entire process and toolkit for future use. Has anyone else run into this kind of broad IP grab, and how did you handle the conversation about retaining ownership of your methods?

Yep, I’ve seen that exact clause. They wanted to own every file, the code, the designs, even the notes I kept during development, for a flat fee. I pushed back and offered a deliverables only transfer plus a license to use the work within their team. I kept my development notes and source under my control, but gave them a non exclusive license to the final artifacts. It wasn’t painless, but it felt fairer and kept me from surrendering everything.

I did not sign it. I asked for an amendment that ownership stays with the final deliverables and that I retain the source and internal design files. They pushed a bit, we traded for a short term license to use the code for maintenance, and I kept rights to reuse techniques in future projects. It wasn’t perfect, but the conversation helped set expectations.

I tried to explain snapping up my process would shut down future creativity and lock me into one-off work. I proposed a compromise: client owns the deliverables, I provide a clear license to use the work for their internal purposes, and I retain the underlying methods and assets. They didn’t bite, but at least it clarified what I’m willing to trade off.

Sometimes I wonder if the real issue isn’t ownership at all but budget and scope. The talk about control felt like a proxy for price pressure. I stuck to documenting the high level approach instead of the raw assets, kept a private repo for maintenance notes, and left room to renegotiate later. Not confident we solved it, but the conversation kept moving.

Login
Username:
Password:	Lost Password?
	Remember me