IP Policy

DigiPen Institute of Technology Intellectual Property Policy

DigiPen Institute of Technology (“DigiPen”) believes that its educational mission and the public interest are best served by creating an intellectual environment where creative efforts and innovations are encouraged and rewarded, while retaining for DigiPen and its learning communities reasonable access to, and use of, Intellectual Property created with DigiPen-provided assistance. Such assistance may include remuneration, dedicated time, DigiPen sponsored programs, and academic resources.

DigiPen supports the development, production, and dissemination of Intellectual Property by its faculty members, staff, Students, and alumni. The following Intellectual Property Rights policy (the “Policy”) describes DigiPen’s policy on the ownership of and rights to Intellectual Property. This Policy is subject to and made part of the DigiPen Institute of Technology Student Handbook.

Definitions

As used in this Policy, the following capitalized terms have the following meanings:

“Intellectual Property” means all works subject to worldwide intellectual property rights, whether existing under a statute or at common law or equity, now or hereafter in force or recognized, including without limitation Copyright, Trademark, and Patent, irrespective of whether or not formal protection is sought.

“Copyright” means any copyrights and all rights in copyrightable works, copyright registrations, or any application therefor and all extensions, restorations, reversions and renewals of any of the foregoing, inclusive of any “moral rights” therein, and the right to sue for past, present and future infringement of any of the foregoing, and all rights corresponding to any of the foregoing. Works protected by Copyright include, without limitation, course materials such as syllabi, lesson plans, assignments, and lecture notes; computer programs and applications; written works of any length; musical works, including any accompanying lyrics; dramatic works, including any accompanying music; pantomimes and choreographic works; sound and visual recordings; works of visual art; and architectural works.

“Enrollment Agreement” means the certain Enrollment Agreement that DigiPen Students sign as a condition of enrollment at DigiPen, as may be amended from time to time.

“Legal Entity” means a business entity recognized under applicable law, including but not limited to a corporation, limited liability company (LLC), or nonprofit organization, capable of entering into legal agreements and contracts that is formed by Participating Student(s) for the purpose of owning Transferred IP, but excluding natural persons and sole-proprietors.

“Trademark” means a word, phrase, symbol or design, or a combination of words, phrases, symbols or designs, that identifies and distinguishes the source of the goods of one party from those of others, whether registered or unregistered.

“Transfer Agreement” means an agreement between a Legal Entity and/or Participating Student(s) and DigiPen pursuant to which DigiPen assigns Transferred IP to a Legal Entity and/or Participating Student(s), in the form made available by DigiPen.

“Participating Students” means DigiPen Students who either (i) participate in a Project and form a Legal Entity, or (ii) individually or as a group, directly enter into a Transfer Agreement with DigiPen.

“Patent” means that bundle of rights that protects inventions or discoveries of any new and useful process, machine, manufacture, or composition of matter, or any new and useful improvement thereof.

“Program Materials” means any Program Software, computer hardware, course materials or syllabi, curriculum, content, data, specifications, software listings or any other instructional aids provided by or through DigiPen for the Student’s educational use in the Program.

“Program Software” means any software (whether in object or source code or both) which is provided by or on behalf of DigiPen for the Student’s educational use in the Program, including, without limitation, any software from DigiPen itself or from a third party.

“Project” means an academic project undertaken by DigiPen Students, the result of which is Intellectual Property that may be transferred to a Legal Entity or Participating Student(s) under this Policy.

“Student” means each Student that is party to an Enrollment Agreement.

“Student Materials” means any software (whether in object or source code or both), hardware, drawing, painting, artwork, photograph, motion picture, video production, music, sound, Animation, game or any other Intellectual Property that is be created or reduced to practice by the Student during the course of the Program or using Program Materials, except to the extent such Intellectual Property is defined as Student Owned IP.

Ownership of Intellectual Property

All Student Materials created by the Student for the Program or using the Program Materials while enrolled in the Program shall be the sole and exclusive property of DigiPen (“DigiPen IP”), unless it is otherwise defined as “Student Owned IP” (defined below). DigiPen IP includes (without limitation) each of the following:

1. Any Intellectual Property contributed, or otherwise incorporated in any work created or submitted in connection with a Student’s participation in the listed courses offered by DigiPen (“Coursework”)

2. Intellectual Property that Student voluntarily chooses to assign or transfer, in full or in part, to DigiPen or to a faculty member.

3. Intellectual Property that the Student licenses in full or in part, to DigiPen or to a faculty member.

4. Intellectual Property that results from externally funded research, such as a grant or contract from a government entity (local, state, federal, or foreign), foundation or other non-profit, or private industry, provided that ownership of the Intellectual Property will be subject to any other requirements of the external funding entity and applicable law.

5. Intellectual Property created by a Student acting as an employee of DigiPen and working on a project as part of the Student’s responsibilities as an employee, or the Student is acting in his or her capacity as an elected officer of a Student organization of DigiPen.

6. Intellectual Property created by a Student who is assisting a faculty member on a faculty-run or sponsored project. Faculty members are expected to acknowledge assistance or co-authorship when appropriate.

7. Intellectual Property created with substantial use of DigiPen-provided resources or facilities, or under conditions that would reasonably give DigiPen a stake in the resulting work.

Notwithstanding the above, the Student is the owner of the following “Student Owned IP”:

1. Intellectual Property created or reduced to practice in connection with independent research and personal projects, work products or deliverables created or submitted in connection with non-listed courses, or sponsored student activities, including such Intellectual Property created using computer equipment or software provided by DigiPen for the Student’s individual use (e.g. laptops or licensed software), except to the extent such Intellectual Property is incorporated into any Coursework; and

2. Any master’s thesis and the Intellectual Property therein, except to the extent incorporated in other Coursework separate from the thesis or otherwise licensed or assigned to DigiPen.

Each Student hereby grants DigiPen a worldwide, non-exclusive, irrevocable, perpetual, and sublicensable, royalty-free right and license to use, reproduce, distribute, modify and create derivate works of all Student Owned IP that is provided or made available to DigiPen in connection with: (a) the marketing and promotion of DigiPen, its courses and programs, or other programs sponsored by or in which DigiPen or its students may participate; (b) for academic, instructional, educational and research purposes by DigiPen; (c) for archival and other recordkeeping or alumni activities; and (d) for routine administrative and other internal and operational purposes by DigiPen. This license grants the DigiPen the right to, without limitation, create clips and adaptations, e.g. sizzle reel, posters, stills, etc. that contain Student Owned IP and use as provided above. This license includes the right for DigiPen and its licensees to distribute and broadcast such marketing materials universally and in any media (“Student Owned IP License”).

Request for Release of Intellectual Property; Transfer Agreement

Students may formally request the release of DigiPen IP which is based in whole or in part on Intellectual Property developed by such Student(s) who participate in a Project. Requests for release must:

1. Be submitted in accordance with the formal process established by DigiPen.

2. Originate from a Legal Entity or Participating Student(s) involved in the applicable Project. It is not required that all Students who contributed to the Project be Participating Students.

3. Include written acknowledgment and consent of the proposed Transfer Agreement from all Students listed on the Project’s official participant list maintained by DigiPen.

All such requests shall be reviewed by DigiPen, which reserves the right to grant or deny the request in its reasonable, good faith discretion. If such a request is granted, it will be documented in a Transfer Agreement. Any DigiPen IP transferred to a Legal Entity pursuant to this policy shall be “Transferred IP”.

The Transfer Agreement shall provide that DigiPen’s royalty rights shall continue to apply and remain with the Transferred IP regardless of future ownership.

Right of First Refusal to Publish

DigiPen maintains publisher accounts on platforms such as Steam and other similar distribution channels. If the Participating Students wish to publish the original version of the Transferred IP on a platform where DigiPen has an existing publisher account, DigiPen shall have the first right to publish the Transferred IP on that platform using its account. Participating Students shall notify DigiPen that they wish to publish on those platforms at least 30 days prior to publishing on those platforms. If DigiPen declines or fails to respond within such thirty-day period, the Participating Students may proceed with its plans to publish the Transferred IP.

If the Participating Students propose to publish the Transferred IP on a platform where DigiPen does not currently have a publisher account, then: (i) the Participating Student should notify in writing DigiPen of its intent to publish on that platform; and (ii) DigiPen shall have the right to open a publisher account on that platform and publish the Transferred IP under its account. If DigiPen chooses not to open such an account within thirty (30) days after receiving written notice, the Participating Students may proceed to publish the original version of the Project using their own account on such platform.

This right of first refusal to publish applies only to the original version of the Transferred IP. Any sequels, derivative works, or modified versions of the Transferred IP (“Sequels”) may be published by the Participating Students without restriction. DigiPen’s royalty rights shall continue to apply and remain with the Transferred IP regardless of where the Transferred IP is published.

DigiPen will maintain a list of platforms where it has an active publisher account on its official website at www.digipen.edu.

Royalties

For any Transferred IP published after execution of a Transfer Agreement:

• The Participating Student or Legal Entity will pay DigiPen a royalty of five percent (5%) shall be due to DigiPen on Gross Revenue in excess of $10,000. “Gross Revenue” refers to total gross revenue earned or received or its successors, licensees, or assigns from the commercialization, licensing, or sale of the Transferred IP or any product or service incorporating the Transferred IP, without deduction for costs, fees, or expenses of any kind. Any Sequels shall be subject to a royalty of two and one-half percent (2.5%) on all Gross Revenue received from the Sequel (regardless of the amount of Gross Revenue).

• DigiPen’s share of royalties will be directed to the DigiPen Foundation for Education or an equivalent entity designated for supporting academic and Student initiatives.

The foregoing royalty rights are intended to be perpetual and binding on all successors and assigns of the Transferred IP, as further described and subject to the conditions set forth in the Transfer Agreement.

Splash Screen Requirement

All versions and iterations of the Transferred IP, including originals and all Sequels, whether published by DigiPen, the Participating Students, or a Legal Entity, must include the DigiPen splash screen at the beginning of the game, video, or other publicly released media. This requirement applies irrespective of whether DigiPen publishes the work under its own account or declines to exercise its right of first refusal. DigiPen will provide Participating Students with the official splash screen asset and usage guidelines, which must be followed in all public releases of the Transferred IP, including any Sequels. This condition shall be incorporated into the Transfer Agreement and shall remain in force regardless of subsequent ownership of the Transferred IP.

Alumni Participation

Alumni of DigiPen may be Participant Students under the same conditions and obligations described above.

Use of Intellectual Property

Intellectual Property created for teaching or classroom use in the academic programs, such as course assignments, are DigiPen IP. No DigiPen IP may be used by Students without DigiPen’s prior express written permission.

Student Owned IP is subject to the Student Owned IP License set forth in the “Ownership of Intellectual Property” section above. In any agreement transferring Student Owned IP in such works to a publisher, Student authors are expected to preserve the rights for DigiPen to use such works in accordance with such license on a non-exclusive, perpetual and royalty-free basis.

If the Intellectual Property was developed using educational, trial, or other non-professional versions of software, it is the responsibility of the Legal Entity and any Participating Student(s) who enter into a Transfer Agreement to ensure that any future development or commercial use of the Project is conducted using appropriately licensed, professional-grade software. Likewise, for any Student Owned IP that was developed using educational, trial, or other non-professional versions of software, it is the responsibility of Student authors of such Student IP to ensure that any future development or commercial use of the Student IP is conducted using appropriately licensed, professional-grade software.

Disputes in Ownership of Intellectual Property

DigiPen will have no obligation to participate in any ownership disputes between two or more Students, between Students and unaffiliated third parties, or between Students and any Legal Entity or Participating Student. If a Student has a dispute over the ownership or use of, or other rights in or to any Transferred IP with any person or organization other than DigiPen, such dispute shall strictly be between the Student(s) and the applicable Legal Entity or third party, unless and solely to the extent DigiPen elects in its sole discretion to participate in such dispute (e.g. to protect its own interests). Participating Students and/or the Legal Entity requesting or receiving any Transferred IP shall release DigiPen from damages arising out of or in any way connected with such disputes pursuant to the terms of the Transfer Agreement.

The Transfer Agreement may be conditioned on, and require, the Legal Entity and any Participating Students to jointly and severally defend, indemnify, and hold DigiPen and any affiliated entity or individual harmless from any and all liabilities, costs, and expenses, including reasonable attorneys’ fees, related to or in connection with any claim or dispute related to the ownership, authorship, use, or transfer of, or other rights in or to the Transferred IP, including without limitation any violation of any third party’s rights, such as privacy, publicity, or Intellectual Property rights. DigiPen reserves the right to condition the Transfer Agreement on the Legal Entity’s and any Participating Students’ agreement to other indemnification and related obligations in DigiPen’s sole discretion.

Distribution of any Funds Generated

For any Transferred IP subsequently published or commercialized, the following royalty provisions shall apply:

• If the Transferred IP is published or distributed by DigiPen or through a DigiPen account on a platform, DigiPen shall calculate the applicable royalty and remit net revenue to the Participating Student(s) or the Legal Entity on a quarterly basis under the terms of the Transfer Agreement. Each quarterly payment shall include a statement itemizing the Gross Revenue, any applicable platform or distribution fees, the royalty retained by DigiPen, and the resulting net payment.

• If Transferred IP is published or distributed outside of DigiPen accounts, the Participating Student(s) or the Legal Entity that owns the Transferred IP shall be responsible for calculating and remitting the applicable royalty to DigiPen on a quarterly basis under the terms of the Transfer Agreement. Payments must be accompanied by supporting documentation, including a Gross Revenue statement and a description of the calculation used to determine the royalties owed.

• DigiPen reserves the right to request additional documentation or an independent audit of revenue related to the Transferred IP to confirm the accuracy of reported figures and royalty payments.

Use of DigiPen Names and Marks

DigiPen owns or has a proprietary interest in any Trademark that represents or identifies DigiPen, its programs, or its services, including, without limitation, the name, seal, and logos associated with DigiPen and its programs, or that is otherwise owned by DigiPen (“DigiPen Marks”). Unauthorized use of the DigiPen Marks is prohibited. Students shall only use the DigiPen Marks with the prior written permission of DigiPen, and in accordance with DigiPen’s policies regarding the use thereof.

DigiPen’s Promotional Use of Student Intellectual Property

Student further grants DigiPen a right to use Student’s name, autograph, likeness, any other identifying characteristics, and biographical information in connection with the advertising, promotion, and marketing of DigiPen and its faculty, Students, or staff and for the other purposes set forth in the Student Owned IP License set forth in the “Ownership of Intellectual Property” section above.