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Ash
Ash, Solicitor
Category: Law
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Experience:  Solicitor with 5+ years experience
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Copyright and Non Disclosure. I am hiring a freelancer to

Resolved Question:

Copyright and Non Disclosure.
I am hiring a freelancer to edit and proofread my book. I have a Standard Services Agreement which includes a Intellectual Property Rights and Non Disclosure paragraphs as below:
2.1 Intellectual Property Rights
The Service Provider agrees to grant to the Buyer a non-exclusive, irrevocable, royalty free licence to use copy and modify any elements of the Material not specifically created for the Buyer as part of the Services. In respect of the Material specifically created for the Buyer as part of the Services, the Service Provider assigns the full title guarantee to the Buyer and any all of the copyright, other intellectual property rights and any other data or material used or subsisting in the Material whether finished or unfinished. If any third party intellectual property rights are used in the Material the Service Provider shall ensure that it has secured all necessary consents and approvals to use such third party intellectual property rights for the Service Provider and the Buyer. For the purposes of this Clause 2.1, "Material" shall mean the materials, in whatever form, used by the Service Provider to provide the Services and the products, systems, programs or processes, in whatever form, produced by the Service Provider pursuant to this Agreement.
2.2 Non-Disclosure
The Service Provider shall keep all Material confidential at all times and not disclose it to any third party unless expressly authorized to do so by the Buyer in writing, or unless required to do so by any applicable legislation or unless ordered to do so by a court of competent jurisdiction.
Do I need a separate Non Disclosure Agreement in addition to this Service Agreement or is an NDA used for other specific protection which I don't need?
I'm not sure if I am going over the top to use both contracts.
Submitted: 2 years ago.
Category: Law
Expert:  Ash replied 2 years ago.
Hello my name is ***** ***** I will help you.
Assuming the freelancer signs this then no, clause 2.3 is clear although I would have the UK spelling of authorised.
But that clause is clear and he/she can be bound by it,
Can I clarify anything for you about this today please?
Alex
Customer: replied 2 years ago.

Hi Alex,

Thanks for your answer. So will these paragraphs protect me from the freelancer using my work for other purposes and retain copyrights with me?

When would an NDA be required?

Expert:  Ash replied 2 years ago.
Yes it would. You would use a NDA where a contractual agreement isn't in place. You can have one here for belt and braces, but probably not needed.
Can I clarify anything else for you?
Alex
Customer: replied 2 years ago.

Great thanks Alex.

Does a contractual agreement or NDA need to have my address on it?

Expert:  Ash replied 2 years ago.
No, just the parties names. Ideally an address needs to be there for service but it does not make it invalid if it does not.
Does that help?
Alex
Ash and other Law Specialists are ready to help you
Expert:  Ash replied 2 years ago.
Hi

I am just following up to see if there is anything else I can help with?

If you have not done so already might I ask you to rate my answer before you go today please, the button should be at the bottom of the screen.

If you need more help please click reply.

Alex