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Who Owns the Code? A Founder's Guide to Software IP Ownership
Here is a hard truth many founders learn too late: paying a developer to build your software does not automatically make you the owner of it. Under US copyright law, the person who writes the code usually owns it — unless a contract explicitly transfers those rights to you.
Why this catches founders off guard
"Work made for hire" applies cleanly to employees. Independent contractors and agencies are different: without a written assignment, the copyright can stay with them. That means the team you paid could, in theory, reuse your code, and you could need their permission to move to another vendor.
The clauses that actually protect you
- IP assignment — a written transfer of all rights in the deliverables to you, effective on payment.
- Further assurances — the developer agrees to sign any documents later needed to perfect the transfer.
- Background IP license — for any reusable tools they embed, you get a perpetual, royalty-free license.
- Third-party and open-source disclosure — a clear list so you know exactly what you can and cannot relicense.
If you cannot take your code to a different team tomorrow, you do not really own it.
Questions to ask before you sign
- Do I receive 100% of the IP, including copyright, and when does it transfer?
- Will you provide the full source code and deployment access?
- What open-source licenses are in the codebase, and are any of them restrictive?
- Is there anything in here I would need your permission to change or sell?
At LaunchWe, full IP transfer is the default, not an upsell. When the project is paid, you own every line — source, infrastructure, and documentation — with no lock-in. If you want a second opinion on a contract you have been handed, talk to us before you sign it.
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