There are primarily four types of intellectual property in the U.S.: (1) patents, (2) trademarks, (3) copyrights and (4) trade secrets. A copyright exists automatically once the creator of a "work" fixes the work in a tangible medium. A work is "fixed in a tangible medium" when it is written, photographed, recorded or otherwise documented. Copyrights can include everything from books and works of literature, as well as non-literary written documents, including compilations of data, references, price lists and computer software. Although a copyright will generally exist under the common law automatically, the rights of the creator are best protected when the creator files for copyright protection under the Copyright Act (17 U.S.C. 201) through the U.S. Patent and Trademark Office.
A Washington Copyright Security Agreement executed in connection with a Loan Agreement is a legally binding contract that establishes a security interest in copyrightable works as collateral for a loan. This agreement provides protection to the lender by granting them rights over the borrower's copyrights, ensuring repayment in the event of default. In Washington state, there are different types of Copyright Security Agreements executed in connection with Loan Agreements, including: 1. General Copyright Security Agreement: This agreement encompasses all present and future copyrights owned by the borrower, granting the lender a security interest in all works created by the borrower during the loan term. 2. Limited Scope Copyright Security Agreement: This type of agreement may be used when the borrower wishes to limit the security interest to specific copyrighted works. It allows the borrower to retain control over other copyrights not included in the agreement, enabling more flexibility. 3. Assignment of Copyright Security Agreement: This agreement goes beyond establishing a security interest and actually transfers ownership of the copyright to the lender as collateral. In case of default, the lender can sell or license the copyrighted works to recover their investment. 4. Exclusive Copyright Security Agreement: This agreement grants the lender the exclusive right to exercise the borrower's copyrights for the repayment of the loan. The borrower may not exploit the copyrighted works without the lender's permission until the loan is fully repaid. Regardless of the specific type of Washington Copyright Security Agreement, certain key provisions are typically included. These provisions may include: a. Grant of Security Interest: The borrower grants the lender a security interest in their copyrights, ensuring repayment of the loan. b. Loan Amount and Terms: The agreement will state the amount of the loan, the interest rate, repayment schedule, and any other relevant loan terms. c. Default and Remedies: The agreement will outline the actions the lender can take in the event of default, such as seizing and selling the copyrighted works. d. Representations and Warranties: The borrower will make certain promises regarding the ownership and validity of the copyrights, ensuring that they have the right to pledge them as collateral. e. Indemnification: The borrower will agree to indemnify the lender against any claims or disputes arising from the copyrights. f. Governing Law and Jurisdiction: The agreement will specify that it is governed by the laws of the state of Washington, and any disputes will be resolved in the appropriate courts. In conclusion, a Washington Copyright Security Agreement executed in connection with a Loan Agreement is a crucial legal document that protects the lender's investment by establishing a security interest in the borrower's copyrights. There are various types of agreements available, each offering different levels of collateral and control to both parties involved.
