You paid an agency to build your app. You paid on time, you own the domain, and the code sits in your repository. So you own the code, obviously. Except that under Indian copyright law, “we paid for it” and “we own it” are not the same thing, and the gap between them is the most common ownership problem we untangle.
The default rule surprises everyone
Copyright belongs, by default, to the author of a work. For employees, the law generally treats work made in the course of employment as the employer’s. But an agency is not your employee; it’s an independent contractor. Without a written assignment, the agency can retain copyright in the code it wrote, and what you hold may amount to little more than an implied licence to use it.
Why an “implied licence” isn’t good enough
- You may not be able to stop the agency reusing your product’s code for a competitor.
- An acquirer’s or investor’s diligence will treat unassigned code as a defect in title.
- If the relationship sours, the ownership question becomes leverage: theirs.
What a clean agreement says
A well-drafted development agreement assigns all IP in the deliverables to you on creation (or at latest on payment), covers pre-existing agency tools by licence, warrants that the agency’s own staff and subcontractors have assigned their rights to the agency, and deals with open-source components explicitly. Indian law also has a quirk worth knowing: an assignment must be in writing, and unless it says otherwise, it may lapse or be limited in ways you didn’t intend. Boilerplate from the internet regularly gets this wrong.
Already shipped without one?
It’s fixable. A confirmatory assignment executed now can put the ownership beyond doubt, and it’s dramatically easier to obtain while the relationship is friendly and the invoices are paid. This is precisely the kind of documentation our copyright practice handles. Ask us before it becomes a dispute.
This note is general information, not legal advice. For advice on a specific matter, consult a qualified advocate.