| Copyright Ownership and Transfer
§ 201. Ownership of copyright1
(a) Initial Ownership. — Copyright in
a work protected under this title vests initially in the author
or authors of the work. The authors of a joint work are coowner
of copyright in the work.
(b) Works Made for Hire. — In the case
of a work made for hire, the employer or other person for
whom the work was prepared is considered the author for purposes
of this title, and, unless the parties have expressly agreed
otherwise in a written instrument signed by them, owns all
of the rights comprised in the copyright.
(c) Contributions to Collective Works. —
Copyright in each separate contribution to a collective work
is distinct from copyright in the collective work as a whole,
and vests initially in the author of the contribution. In
the absence of an express transfer of the copyright or of
any rights under it, the owner of copyright in the collective
work is presumed to have acquired only the privilege of reproducing
and distributing the contribution as part of that particular
collective work, any revision of that collective work, and
any later collective work in the same series.
(d) Transfer of Ownership. —
(1) The ownership of a copyright may be transferred in whole
or in part by any means of conveyance or by operation of law,
and may be bequeathed by will or pass as personal property
by the applicable laws of intestate succession.
(2) Any of the exclusive rights comprised in a copyright,
including any subdivision of any of the rights specified by
section 106, may be transferred as provided by clause
(1) and owned separately. The owner of any particular exclusive
right is entitled, to the extent of that right, to all of
the protection and remedies accorded to the copyright owner
by this title.
(e) Involuntary Transfer. — When an individual
author's ownership of a copyright, or of any of the exclusive
rights under a copyright, has not previously been transferred
voluntarily by that individual author, no action by any governmental
body or other official or organization purporting to seize,
expropriate, transfer, or exercise rights of ownership with
respect to the copyright, or any of the exclusive rights under
a copyright, shall be given effect under this title, except
as provided under title 11.2
§ 202. Ownership of copyright as distinct
from ownership of material object
Ownership of a copyright, or of any of the exclusive rights
under a copyright, is distinct from ownership of any material
object in which the work is embodied. Transfer of ownership
of any material object, including the copy or phonorecord
in which the work is first fixed, does not of itself convey
any rights in the copyrighted work embodied in the object;
nor, in the absence of an agreement, does transfer of ownership
of a copyright or of any exclusive rights under a copyright
convey property rights in any material object.
§ 203. Termination of transfers and licenses
granted by the author3
(a) Conditions for Termination. — In the
case of any work other than a work made for hire, the exclusive
or nonexclusive grant of a transfer or license of copyright
or of any right under a copyright, executed by the author
on or after January 1, 1978, otherwise than by will, is subject
to termination under the following conditions:
(1) In the case of a grant executed by one author, termination
of the grant may be effected by that author or, if the author
is dead, by the person or persons who, under clause (2) of
this subsection, own and are entitled to exercise a total
of more than one-half of that author's termination interest.
In the case of a grant executed by two or more authors of
a joint work, termination of the grant may be effected by
a majority of the authors who executed it; if any of such
authors is dead, the termination interest of any such author
may be exercised as a unit by the person or persons who, under
clause (2) of this subsection, own and are entitled to exercise
a total of more than one-half of that author's interest.
(2) Where an author is dead, his or her termination interest
is owned, and may be exercised, as follows:
(A) The widow or widower owns the author's entire termination
interest unless there are any surviving children or grandchildren
of the author, in which case the widow or widower owns one-half
of the author's interest.
(B) The author's surviving children, and the surviving children
of any dead child of the author, own the author's entire termination
interest unless there is a widow or widower, in which case
the ownership of one-half of the author's interest is divided
among them.
(C) The rights of the author's children and grandchildren
are in all cases divided among them and exercised on a per
stirpes basis according to the number of such author's children
represented; the share of the children of a dead child in
a termination interest can be exercised only by the action
of a majority of them.
(D) In the event that the author's widow or widower, children,
and grandchildren are not living, the author's executor, administrator,
personal representative, or trustee shall own the author's
entire termination interest.
(3) Termination of the grant may be effected at any time
during a period of five years beginning at the end of thirty-five
years from the date of execution of the grant; or, if the
grant covers the right of publication of the work, the period
begins at the end of thirty-five years from the date of publication
of the work under the grant or at the end of forty years from
the date of execution of the grant, whichever term ends earlier.
(4) The termination shall be effected by serving an advance
notice in writing, signed by the number and proportion of
owners of termination interests required under clauses (1)
and (2) of this subsection, or by their duly authorized agents,
upon the grantee or the grantee's successor in title.
(A) The notice shall state the effective date of the termination,
which shall fall within the five-year period specified by
clause (3) of this subsection, and the notice shall be served
not less than two or more than ten years before that date.
A copy of the notice shall be recorded in the Copyright Office
before the effective date of termination, as a condition to
its taking effect.
(B) The notice shall comply, in form, content, and manner
of service, with requirements that the Register of Copyrights
shall prescribe by regulation.
(5) Termination of the grant may be effected notwithstanding
any agreement to the contrary, including an agreement to make
a will or to make any future grant.
(b) Effect of Termination. — Upon the
effective date of termination, all rights under this title
that were covered by the terminated grants revert to the author,
authors, and other persons owning termination interests under
clauses (1) and (2) of subsection (a), including those owners
who did not join in signing the notice of termination under
clause (4) of subsection (a), but with the following limitations:
(1) A derivative work prepared under authority of the grant
before its termination may continue to be utilized under the
terms of the grant after its termination, but this privilege
does not extend to the preparation after the termination of
other derivative works based upon the copyrighted work covered
by the terminated grant.
(2) The future rights that will revert upon termination of
the grant become vested on the date the notice of termination
has been served as provided by clause (4) of subsection (a).
The rights vest in the author, authors, and other persons
named in, and in the proportionate shares provided by, clauses
(1) and (2) of subsection (a).
(3) Subject to the provisions of clause (4) of this subsection,
a further grant, or agreement to make a further grant, of
any right covered by a terminated grant is valid only if it
is signed by the same number and proportion of the owners,
in whom the right has vested under clause (2) of this subsection,
as are required to terminate the grant under clauses (1) and
(2) of subsection (a). Such further grant or agreement is
effective with respect to all of the persons in whom the right
it covers has vested under clause (2) of this subsection,
including those who did not join in signing it. If any person
dies after rights under a terminated grant have vested in
him or her, that person's legal representatives, legatees,
or heirs at law represent him or her for purposes of this
clause.
(4) A further grant, or agreement to make a further grant,
of any right covered by a terminated grant is valid only if
it is made after the effective date of the termination. As
an exception, however, an agreement for such a further grant
may be made between the persons provided by clause (3) of
this subsection and the original grantee or such grantee's
successor in title, after the notice of termination has been
served as provided by clause (4) of subsection (a).
(5) Termination of a grant under this section affects only
those rights covered by the grants that arise under this title,
and in no way affects rights arising under any other Federal,
State, or foreign laws.
(6) Unless and until termination is effected under this section,
the grant, if it does not provide otherwise, continues in
effect for the term of copyright provided by this title.
§ 204. Execution of transfers of copyright
ownership
(a) A transfer of copyright ownership, other than by operation
of law, is not valid unless an instrument of conveyance, or
a note or memorandum of the transfer, is in writing and signed
by the owner of the rights conveyed or such owner's duly authorized
agent.
(b) A certificate of acknowledgment is not required for the
validity of a transfer, but is prima facie evidence of the
execution of the transfer if —
(1) in the case of a transfer executed in the United States,
the certificate is issued by a person authorized to administer
oaths within the United States; or
(2) in the case of a transfer executed in a foreign country,
the certificate is issued by a diplomatic or consular officer
of the United States, or by a person authorized to administer
oaths whose authority is proved by a certificate of such an
officer.
§ 205. Recordation of transfers and other
documents4
(a) Conditions for Recordation. — Any
transfer of copyright ownership or other document pertaining
to a copyright may be recorded in the Copyright Office if
the document filed for recordation bears the actual signature
of the person who executed it, or if it is accompanied by
a sworn or official certification that it is a true copy of
the original, signed document.
(b) Certificate of Recordation. — The
Register of Copyrights shall, upon receipt of a document as
provided by subsection (a) and of the fee provided by section
708, record the document and return it with a certificate
of recordation.
(c) Recordation as Constructive Notice. —
Recordation of a document in the Copyright Office gives all
persons constructive notice of the facts stated in the recorded
document, but only if —
(1) the document, or material attached to it, specifically
identifies the work to which it pertains so that, after the
document is indexed by the Register of Copyrights, it would
be revealed by a reasonable search under the title or registration
number of the work; and
(2) registration has been made for the work.
(d) Priority between Conflicting Transfers.
— As between two conflicting transfers, the one executed
first prevails if it is recorded, in the manner required to
give constructive notice under subsection (c), within one
month after its execution in the United States or within two
months after its execution outside the United States, or at
any time before recordation in such manner of the later transfer.
Otherwise the later transfer prevails if recorded first in
such manner, and if taken in good faith, for valuable consideration
or on the basis of a binding promise to pay royalties, and
without notice of the earlier transfer.
(e) Priority between Conflicting Transfer of Ownership
and Nonexclusive License. — A nonexclusive license,
whether recorded or not, prevails over a conflicting transfer
of copyright ownership if the license is evidenced by a written
instrument signed by the owner of the rights licensed or such
owner's duly authorized agent, and if
(1) the license was taken before execution of the transfer;
or
(2) the license was taken in good faith before recordation
of the transfer and without notice of it.
1In 1978, section 201(e) was amended by deleting the period
at the end and adding “, except as provided under
title 11.”
2Title 11 of the United States
Code is entitled “Bankruptcy.”
3In 1998, the Sonny Bono Copyright
Term Extension Act amended section
203 by deleting “by his widow or her widower and
his or her grandchildren” from the first sentence
in paragraph (2) of subsection (a) and by adding subparagraph
(D) to paragraph (2). Pub. L. No. 105-298, 112 Stat. 2827,
2829.
4 The Berne Convention Implementation
Act of 1988 amended section 205
by deleting subsection (d) and redesignating subsections
(e) and (f) as subsections (d) and (e), respectively. Pub.
L. No. 100-568, 102 Stat. 2853, 2857.
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