Ownership / Assignment Agreement
Effective Date: March 18, 2026 • Contact: support@ai-people.io
1. Nature of the Transaction and Defined Subject Matter
This Ownership / Assignment Agreement governs the transfer of the Licensed Asset identified in the applicable order, purchase record, License Certificate, and any supplemental schedules or disclosures.
Subject to full payment and completion of the execution steps required for the transaction, the Creator assigns to the buyer all transferable rights, title, and interest that the Creator controls in the Licensed Asset, the delivered Asset Package, and the listed Deliverables.
To the extent any aspect of the Licensed Asset is not legally transferable as property but can still be controlled by contract, this Agreement is intended to give the buyer the maximum exclusive contractual control that the Creator and platform can lawfully provide.
2. Scope of Rights Transferred
Subject to the limits stated in this Agreement, the buyer may:
- use, reproduce, display, adapt, edit, combine, localize, and commercially exploit the Licensed Asset;
- create derivative works, campaigns, products, and services based on the delivered materials;
- authorize affiliates, employees, contractors, distributors, and customers to use the transferred materials;
- sublicense, resell, redistribute, or otherwise commercialize the transferred rights and materials;
- use the delivered materials in internal or external AI workflows, including model training and fine-tuning;
- determine future branding, naming, pricing, distribution, and commercialization strategy.
3. Legal Limits and No Overstatement
This Agreement transfers only those rights that the Creator or other applicable transferor lawfully controls and can lawfully transfer. It does not guarantee that every component of the Licensed Asset qualifies for copyright, trademark, patent, or any other specific intellectual property regime.
The transaction should be understood as an assignment of transferable rights in the defined Licensed Asset and Deliverables, together with maximum contractual control where full property transfer is not legally available.
Mandatory law, disclosed pre-existing licenses, retained platform rights, and any third-party rights not controlled by the transferor remain outside the scope of this Agreement.
4. Pre-Existing Licenses
Commercial Licenses issued before the effective date of this Agreement remain valid until their stated expiry dates unless those earlier licenses lawfully provide otherwise.
Those earlier licenses are not renewable once this Ownership / Assignment transaction becomes effective. AI-People may disclose the existence and expiry dates of such earlier rights in the order flow, certificate, or a supplemental disclosure schedule.
5. Deliverables and Transfer Materials
The buyer receives the Asset Package delivered with the transaction and any additional Deliverables expressly listed in the order record or a supplemental schedule.
No implied obligation exists to provide prompts, datasets, model weights, source files, documentation, or other materials unless they are expressly identified as Deliverables for the transaction.
If supplemental delivery steps apply, the order record or schedule may identify the timing, format, or responsible party for those transfers.
6. Buyer Control After Closing
After the transaction becomes effective, the buyer may control future exploitation of the Licensed Asset, including whether to:
- continue private use only;
- commercialize the Licensed Asset independently;
- authorize downstream licensing or sublicensing;
- remove the Licensed Asset from platform visibility; or
- use separate written distribution settings with AI-People for ongoing platform distribution.
7. Creator Post-Transfer Restrictions
After the effective date of this Agreement, the Creator may not, except as required by law or expressly authorized in writing by the buyer:
- sell, relicense, or otherwise exploit the transferred Licensed Asset as a new commercial offering;
- retain public-facing marketplace use of the transferred Licensed Asset;
- intentionally create or authorize a materially similar substitute asset for the purpose of circumventing this transfer;
- represent continued ownership or control inconsistent with the transfer documented in this Agreement.
The Creator may retain only non-public archival copies reasonably necessary for legal compliance, tax, accounting, or dispute documentation unless the buyer expressly authorizes broader retained use.
8. Platform Retained Rights
AI-People retains limited rights to maintain transaction records, compliance files, moderation files, fraud prevention records, dispute documentation, and audit archives related to the transaction.
AI-People does not retain an automatic right to continue active marketplace licensing of the transferred Licensed Asset after closing unless the buyer separately elects ongoing platform distribution under additional written settings or terms.
9. License Certificate and Transfer Evidence
AI-People may issue a License Certificate for the Ownership / Assignment transaction. The certificate may identify the buyer, the Licensed Asset, the effective date, the transaction type, any disclosed pre-existing license tail, and any referenced supplemental schedules.
The certificate is evidence of issuance only. The governing agreement, order record, and supplemental schedules control the exact scope of transfer if there is any inconsistency.
10. Representations and Warranties
The Creator represents, to the extent stated in the transaction records, that the Creator has authority to enter into this transfer for the rights the Creator purports to assign and that the listed Deliverables, if any, are accurately identified to the Creator's knowledge.
Except for representations expressly stated in the governing documents, AI-People does not independently guarantee title perfection, registrability, or the absence of third-party claims.
11. Disclaimers and Limitation of Liability
The Licensed Asset, Asset Package, and Deliverables are provided "as is" and "as available" to the maximum extent permitted by law.
To the maximum extent permitted by law, AI-People and the Creator are not liable for indirect, incidental, consequential, special, exemplary, or punitive damages arising from or related to this Agreement or use of the transferred materials.
12. Finality and Termination
Once the Ownership / Assignment transaction becomes effective, it is intended to be final and non-revocable except to the extent rescission, invalidation, or other relief is required by applicable law or based on fraud, material misrepresentation, or unfulfilled execution conditions.
Except where applicable law requires otherwise, no refund is owed after the transfer becomes effective.
13. Governing Law and Agreement Hierarchy
This Agreement is governed by the laws of the State of Delaware, United States, without regard to conflict-of-law rules.
This Agreement must be read together with the Terms of Service, the Licensing Policy, the order record, the License Certificate, and any supplemental schedules or disclosures. Any dispute arising out of this Agreement shall be resolved exclusively in the state or federal courts located in Delaware, unless applicable law requires otherwise.
