Copyright in commissioned design work

Commissioning and paying for design work does not automatically transfer all copyright to the customer. The agreement should state who owns the new work and what permissions the customer receives. IPO guidance distinguishes commissioned work from work created by employees in the course of employment. ^[1]

Identify the specific deliverables and any background material, stock assets or fonts. Decide whether the business needs ownership or a sufficiently broad licence. Check future uses such as adapting the design, appointing another agency or transferring the business, then align the terms with those needs.

Turn the design brief into a rights and delivery brief

List the commissioned items, such as a logo, packaging, website layout or campaign artwork. Identify the formats required and the uses planned. A brief that asks only for a finished image may not include editable files or permission for later adaptation. Resolve those expectations before the designer prices and starts the work.

Specify who may use the design: the company, group members, printers, agencies or licensees. A licence limited to one customer and one channel can be unsuitable for a business planning broader distribution. Permission to use another person's IP must cover the actual activity. ^[2] Do not assume a commercial invoice supplies unlimited rights.

Establish who creates each component

Ask whether the designer uses employees, freelancers or other subcontractors. The agreement should support the rights promised to the customer through that chain. A design agency cannot transfer rights it has not obtained. Request appropriate confirmation and documents for material contributions rather than relying only on the agency's possession of the final files.

Identify background templates, fonts, stock images and other third-party assets. Those components may remain subject to separate licences even where original artwork is assigned. Record restrictions and responsibility for obtaining additional permission. A broad promise of full ownership should not conceal a component the customer cannot lawfully edit or redistribute.

Choose assignment or a suitable licence deliberately

Ownership may be appropriate where the design is central to the business and will be adapted or transferred. A sufficiently broad licence may serve other arrangements. The decision should reflect the intended use, cost and supplier's retained materials. Copyright in commissioned work does not automatically transfer merely because the customer paid. ^[1]

Define when rights pass or permission begins, including any payment condition. Consider staged delivery and disputed invoices. If the company must launch before final payment, clarify its interim permission. Avoid assuming that receiving a file means every right has already passed, particularly where the contract expressly provides a later trigger.

Address modifications and attribution

Explain whether the customer may crop, recolour, animate or otherwise adapt the work and appoint another designer to do so. Moral rights and attribution can require separate attention. Obtain appropriate wording rather than assuming an ownership clause alone resolves every concern about alteration or credit.

For source files, specify formats, linked assets and any software dependencies. A file may be technically editable but unusable without licensed fonts or a particular tool. Ask the receiving designer or production team to identify what is needed for future work. Practical delivery should match the rights arrangement rather than leaving the company dependent on the original supplier by accident.

Review portfolio use and confidentiality

A designer may want to show completed work in a portfolio. Agree when and how that is permitted, especially before a confidential launch. Distinguish public final artwork from unreleased concepts, customer information and commercially sensitive strategy. An ownership transfer does not necessarily explain every permitted disclosure unless the documents address it.

Keep rejected concepts and unused drafts within the agreed rights position. The customer should not assume it owns every idea presented, and the designer should not reuse material in a way that conflicts with the final agreement. Identify the boundary before a later campaign or competitor commission creates disagreement.

Close the project with a rights pack

Retain the approved design, agreed source files, assignment or licence and third-party permissions. Note the version and permitted uses. If the artwork becomes part of a trade mark, assess brand clearance and registration separately from copyright ownership.

Read Ownership of work created under a contract for mixed contract deliverables. IP ownership review can help trace the ownership and permissions in commissioned design work, including gaps that need agreement before redesign, licensing or a business sale.

Ask the printer or replacement agency about dependencies

Before closing the project, confirm which linked files and permissions are needed for the intended production. Missing fonts or embedded stock assets can interrupt reuse even where the original artwork was delivered. Resolve those dependencies with the designer while the project details are still available.

Illustrative scenario

A café commissions a logo and receives a flattened image. It later wants another designer to adapt the artwork for packaging. The company checks both its legal permission to modify the work and whether editable files were included. Those are separate questions that should have been addressed in the original brief.

Preparation checklist

• List the final artwork and source files required.
• Check who actually created each component.
• Agree ownership or licence wording in writing.
• Retain third party permissions and restrictions with the design.