Contract clause library

Assets clause: Copy, customize, and use instantly

Introduction

An assets clause defines the ownership, usage, and management of assets related to the agreement. It outlines the rights and responsibilities of the parties regarding tangible and intangible assets, including intellectual property, physical property, and other resources.

Below are templates for assets clauses tailored to different scenarios. Copy, customize, and insert them into your agreement.

Standard assets clause

This version outlines general asset ownership.

All assets provided by the [Provider] or developed during the course of this Agreement, including intellectual property, physical property, and any other resources, shall remain the exclusive property of the [Provider], unless otherwise agreed in writing by both parties.

Assets clause with asset transfer upon termination

This version addresses asset transfer upon termination.

Upon termination of this Agreement, any assets provided by the [Provider] for the use of the [Customer] shall be returned or transferred to the [Provider] within [X] days, and any licenses granted for use of such assets will be terminated.

Assets clause with usage rights

This version specifies usage rights.

The [Customer] is granted a limited, non-exclusive, non-transferable right to use the assets provided by the [Provider] for the duration of this Agreement. The [Customer] shall not modify, distribute, or sublicense these assets without prior written consent from the [Provider].

Assets clause with intellectual property rights

This version applies to intellectual property.

All intellectual property created, developed, or provided by the [Provider] under this Agreement, including but not limited to patents, trademarks, copyrights, and trade secrets, shall remain the exclusive property of the [Provider]. The [Customer] is granted a license to use such intellectual property solely for the purposes outlined in this Agreement.

Assets clause with asset protection provisions

This version includes asset protection provisions.

Both parties agree to take all reasonable precautions to protect each other's assets, including securing physical property, safeguarding intellectual property, and ensuring that confidential information is not disclosed or misused.

Assets clause with responsibility for maintenance

This version includes responsibility for maintenance.

The [Customer] shall be responsible for maintaining any assets provided by the [Provider] during the term of this Agreement. Any damage or loss to these assets shall be repaired or replaced by the [Customer] at their own expense.

Assets clause with right to audit assets

This version includes the right to audit assets.

The [Provider] reserves the right to audit the [Customer]'s use of the provided assets at any time during the term of the Agreement to ensure compliance with the terms of this clause.

Assets clause with third-party access restriction

This version restricts third-party access.

The [Customer] agrees not to allow any third parties to access or use the assets provided under this Agreement without prior written consent from the [Provider].

Assets clause with asset transfer upon payment completion

This version includes asset transfer upon payment.

Upon full payment for the assets provided under this Agreement, ownership of those assets will be transferred to the [Customer], subject to the terms outlined in [Schedule X].

Assets clause with limitation of asset usage

This version limits asset usage.

The [Customer] agrees to use the assets only for the purposes expressly outlined in this Agreement and shall not use the assets for any other purpose without prior written consent from the [Provider].

Assets clause with asset return requirement

This version requires asset return.

Upon termination of this Agreement, the [Customer] shall immediately return or destroy all assets provided by the [Provider], including copies or derivatives of intellectual property, in accordance with the terms of this Agreement.

Assets clause with warranty on asset ownership

This version includes a warranty on asset ownership.

The [Provider] warrants that it owns or has the necessary rights to license the assets provided to the [Customer], and that the use of the assets by the [Customer] will not infringe any third-party rights.

Assets clause with joint ownership of developed assets

This version addresses joint ownership of developed assets.

Any assets developed jointly by the parties during the course of this Agreement shall be co-owned by both the [Provider] and the [Customer], with each party having an equal share in the intellectual property rights unless otherwise agreed in writing.

Assets clause with asset usage for subcontractors

This version permits subcontractor usage.

The [Customer] may allow subcontractors to use the assets provided under this Agreement, but only to the extent necessary for the performance of their obligations under the Agreement. The [Customer] remains responsible for the actions of its subcontractors in relation to these assets.

Assets clause with restrictions on asset modification

This version restricts modification.

The [Customer] shall not modify, alter, or otherwise change the assets provided under this Agreement without the prior written consent of the [Provider].

This version includes dispute resolution for asset issues.

In the event of a dispute regarding the ownership, use, or maintenance of the assets, both parties agree to resolve the issue through the dispute resolution process outlined in [Section X].

Assets clause with asset insurance requirement

This version includes an asset insurance requirement.

The [Customer] agrees to insure any physical assets provided by the [Provider] against loss, damage, or theft, and shall provide proof of insurance upon request.

This version limits liability for asset-related claims.

The [Provider] shall not be liable for any indirect, consequential, or punitive damages resulting from the use, loss, or damage to the assets provided under this Agreement, except as required by law.

Assets clause with asset delivery terms

This version includes delivery terms for assets.

The [Provider] agrees to deliver the assets to the [Customer] at the address specified in [Schedule X], and delivery shall be completed within [X] days of the effective date of this Agreement.

Assets clause with restricted transfer of ownership

This version restricts the transfer of ownership.

The ownership of the assets provided under this Agreement shall not be transferred by the [Customer] to any third party without the prior written consent of the [Provider].

Assets clause with right to repossess assets

This version allows repossession.

In the event of a breach of this Agreement, the [Provider] reserves the right to repossess any assets provided to the [Customer], including any intellectual property, upon written notice.

Assets clause with asset disposal obligations

This version includes asset disposal obligations.

Upon termination of this Agreement, the [Customer] shall ensure that any physical assets provided by the [Provider] are properly disposed of in a manner that complies with applicable laws and regulations.

Assets clause with asset inventory requirement

This version includes an asset inventory requirement.

The [Customer] shall maintain a current inventory of all assets provided under this Agreement and shall provide a copy of the inventory to the [Provider] upon request.

Assets clause with prohibition on asset encumbrance

This version prohibits asset encumbrance.

The [Customer] shall not pledge, encumber, or assign any of the assets provided under this Agreement as collateral for any financial obligations without the prior written consent of the [Provider].

Assets clause with right to license third-party intellectual property

This version includes a license for third-party IP.

The [Customer] acknowledges that certain assets provided under this Agreement may include third-party intellectual property. The [Customer] agrees to comply with the licensing terms of these third-party assets, as outlined in [Schedule Y].

Assets clause with asset modification upon request

This version allows asset modification.

Upon request, the [Provider] may modify the assets provided under this Agreement to meet specific needs of the [Customer], provided such modifications are agreed upon in writing by both parties.

Assets clause with non-exclusive license to use assets

This version grants a non-exclusive license.

The [Customer] is granted a non-exclusive, non-transferable license to use the assets provided under this Agreement, subject to the terms and conditions outlined in this clause.

Assets clause with exclusivity for specific assets

This version includes exclusivity.

The [Customer] is granted exclusive rights to use certain assets, including [specific assets], for the duration of the Agreement, and no other party shall have access to these assets during this period.

Assets clause with asset decommissioning provisions

This version includes decommissioning provisions.

Upon expiration or termination of this Agreement, the [Customer] shall return, deactivate, or destroy any digital or physical assets provided by the [Provider], in accordance with the decommissioning instructions provided.

Assets clause with transfer of ownership for developed work

This version includes transfer of ownership for developed work.

Any work developed by the [Customer] using the assets provided by the [Provider] shall be the exclusive property of the [Customer], with ownership transferring upon full payment for the associated products or services.

Assets clause with return of assets upon contract renewal

This version includes return upon renewal.

Upon renewal of this Agreement, the [Customer] shall return any outdated or obsolete assets provided by the [Provider], and new assets shall be issued for continued use under the updated terms.

Assets clause with rights to use customer assets for marketing purposes

This version grants marketing rights.

The [Provider] may use any of the [Customer]’s assets, including trademarks, logos, or other materials, for marketing and promotional purposes, subject to prior approval from the [Customer].

Assets clause with asset validation upon delivery

This version includes asset validation.

The [Customer] shall validate all assets upon delivery and notify the [Provider] of any discrepancies or damages within [X] days of receipt. Failure to notify the [Provider] within this time frame will constitute acceptance of the assets.

Assets clause with transfer upon full payment

This version specifies asset transfer after payment.

Upon full payment of all amounts due under this Agreement, the ownership of the assets provided by the [Provider] shall transfer to the [Customer], subject to the terms and conditions outlined herein.

Assets clause with rights to modify proprietary assets

This version includes rights to modify assets.

The [Customer] may modify or adapt the proprietary assets provided under this Agreement only with the prior written consent of the [Provider], except as explicitly permitted in the scope of this Agreement.

Assets clause with customer ownership of pre-existing intellectual property

This version addresses ownership of pre-existing IP.

The [Customer] retains ownership of all intellectual property that was pre-existing or independently developed prior to the Agreement, and nothing in this Agreement shall transfer ownership of such intellectual property.

Assets clause with asset licensing for third-party use

This version provides asset licensing to third parties.

The [Customer] is granted a non-exclusive license to sublicense the provided assets to third-party vendors or partners, subject to prior written approval by the [Provider].

Assets clause with asset restriction to specific territory

This version limits asset usage to a specific territory.

The [Customer] shall only use the provided assets within the territory specified in [Schedule X] of this Agreement. Any use of the assets outside of this territory requires prior written consent from the [Provider].

Assets clause with asset transfer in case of acquisition

This version addresses asset transfer during acquisition.

In the event that the [Customer] is acquired, the rights to all assets provided under this Agreement shall transfer to the acquiring entity, subject to the terms of this Agreement.

Assets clause with obligations for protecting assets from theft

This version requires protection against theft.

The [Customer] shall take all necessary measures to prevent theft, loss, or unauthorized use of the assets provided under this Agreement, including implementing appropriate security protocols.

Assets clause with right to inspect customer’s asset handling

This version includes inspection rights.

The [Provider] reserves the right to inspect the [Customer]’s facilities and systems to ensure that the provided assets are being used and maintained in accordance with the terms of this Agreement.

Assets clause with delivery and installation requirements

This version specifies delivery and installation.

The [Provider] shall deliver the assets to the [Customer] within [X] days of the effective date of this Agreement and shall be responsible for the installation of the assets as required for operational use.

Assets clause with obligation to maintain and repair assets

This version includes maintenance and repair obligations.

The [Customer] agrees to maintain and repair the assets provided under this Agreement in accordance with the [Provider]’s guidelines and to notify the [Provider] of any damages or malfunctions immediately.

Assets clause with transfer of ownership for developed solutions

This version transfers ownership of developed solutions.

Any solutions, inventions, or intellectual property developed during the term of this Agreement using the provided assets shall be the exclusive property of the [Customer], with ownership transferring upon completion of the project.

Assets clause with restricted use of shared assets

This version restricts the use of shared assets.

Any shared assets provided by the [Provider] for joint use by the [Customer] and third parties shall not be used for purposes beyond the scope of this Agreement, and the [Customer] is responsible for any misuse of these assets.

Assets clause with right to audit usage

This version allows for audits of asset usage.

The [Provider] has the right to audit the [Customer]’s use of the provided assets to ensure compliance with the terms of this Agreement, including the right to review usage logs and other records related to asset usage.

Assets clause with automatic license renewal for assets

This version includes automatic renewal.

The license to use the assets provided under this Agreement shall automatically renew for successive [X] year periods unless terminated by either party with [Y] days' written notice prior to the renewal date.

Assets clause with prohibitions on asset resale

This version prohibits asset resale.

The [Customer] agrees not to resell, distribute, or assign the assets provided under this Agreement to any third party without the prior written consent of the [Provider].

Assets clause with defined asset usage for specific project

This version restricts asset usage to a specific project.

The [Customer] may only use the assets provided under this Agreement for the specific project detailed in [Schedule X] and shall not use them for any other purposes without prior written approval from the [Provider].

Assets clause with requirement for asset inspection before use

This version requires asset inspection before use.

The [Customer] shall inspect the provided assets upon delivery and notify the [Provider] of any discrepancies or issues within [X] days before proceeding with use. Failure to report issues within this period constitutes acceptance of the assets.

This version includes IP sharing requirements.

If any intellectual property is created as part of this Agreement, the parties agree to share any related assets according to the terms outlined in [Section Y], including revenue or royalties arising from such intellectual property.

Assets clause with asset depreciation schedule

This version includes a depreciation schedule.

The [Customer] shall follow the asset depreciation schedule provided by the [Provider] for any physical assets, ensuring that all assets are accounted for in accordance with the applicable tax regulations.

Assets clause with asset disposal upon contract expiration

This version includes disposal requirements.

Upon expiration or termination of this Agreement, the [Customer] shall properly dispose of any physical assets provided by the [Provider], and shall certify the disposal in writing to the [Provider].

Assets clause with security measures for digital assets

This version includes digital asset security measures.

The [Customer] agrees to implement appropriate security measures, including encryption, to protect any digital assets provided under this Agreement from unauthorized access, loss, or modification.

Assets clause with right to amend asset use terms

This version includes the right to amend asset use terms.

The [Provider] reserves the right to amend the terms of use for the provided assets at any time by providing [X] days' notice to the [Customer], and the [Customer] agrees to comply with any updated terms.

Assets clause with no warranty on third-party assets

This version limits warranty on third-party assets.

The [Provider] does not provide any warranty on third-party assets included in the products or services provided under this Agreement. The [Customer] acknowledges that such assets are provided "as is" and subject to the third-party terms.

Assets clause with obligation to protect confidential assets

This version addresses confidential asset protection.

The [Customer] agrees to protect any confidential or proprietary assets provided under this Agreement, including business secrets, trademarks, and trade names, from unauthorized use or disclosure.

Assets clause with liability for lost or damaged assets

This version addresses liability for lost or damaged assets.

In the event of any loss, theft, or damage to the provided assets, the [Customer] shall be liable for the cost of replacement or repair, as determined by the [Provider].

Assets clause with limitations on asset modification

This version limits asset modification.

The [Customer] shall not alter or modify any assets provided under this Agreement without obtaining prior written consent from the [Provider]. Unauthorized modifications will be considered a breach of this Agreement.

Assets clause with ownership of customer-created assets

This version defines ownership of customer-created assets.

Any assets or intellectual property created by the [Customer] using the provided assets shall remain the exclusive property of the [Customer], subject to any intellectual property rights retained by the [Provider].

Assets clause with third-party obligations for asset use

This version addresses third-party obligations.

If the [Customer] grants third parties access to the provided assets, the [Customer] agrees to ensure that such third parties comply with the terms of this Agreement, and the [Customer] remains fully responsible for their actions.

Assets clause with exclusive license for asset use

This version provides an exclusive license for asset use.

The [Customer] is granted an exclusive license to use the assets provided under this Agreement for the duration of the Agreement, and no other party shall be granted similar rights without the express written consent of the [Provider].

Assets clause with asset protection and indemnification

This version includes indemnification for asset protection.

The [Customer] agrees to indemnify the [Provider] for any claims, damages, or losses resulting from the misuse, loss, or theft of the assets provided under this Agreement.

Assets clause with periodic asset inventory

This version includes a periodic asset inventory.

The [Customer] agrees to maintain a periodic inventory of the provided assets, and will submit an updated inventory report to the [Provider] upon request.

Assets clause with limits on asset usage for competing purposes

This version limits asset usage for competing purposes.

The [Customer] agrees not to use the provided assets for any purpose that competes directly with the [Provider]’s business or services, either during or after the term of this Agreement.

Assets clause with asset ownership dispute resolution

This version includes dispute resolution for ownership issues.

Any dispute regarding the ownership or use of assets provided under this Agreement shall be resolved through mediation or arbitration, as outlined in [Section X] of this Agreement.

This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.

Last updated 20 Apr 2025