Practice document. This document is prepared for operational use and is not legal advice.
Effective date: July 11, 2026 Last updated: July 11, 2026 Provider: Jonathan Killough d/b/a Killough Works Contact: ionkilo42@gmail.com
1. Purpose
This Intellectual Property Policy explains how ownership and licenses work for materials exchanged between Jonathan Killough d/b/a Killough Works and clients.
This policy supplements the Terms of Service and any Service Agreement. If a Service Agreement conflicts with this policy for a project, the Service Agreement controls for that project.
2. Defined Terms
| Term | Meaning |
|---|---|
| Client Materials | Content, logos, trademarks, data, copy, images, account assets, and other materials the client provides or already owns |
| Deliverables | Custom work product created for the client under an agreed scope, such as pages, forms, copy, automations, documentation, code, designs, and configurations |
| Provider Materials | Pre-existing templates, libraries, components, prompts, workflows, methods, tools, and know-how owned or developed by Killough Works before or outside the project |
| Third-Party Materials | Stock assets, fonts, plugins, SaaS components, open-source software, APIs, and other materials licensed from third parties |
3. Client Materials
You retain ownership of Client Materials.
You grant Killough Works a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, display, and process Client Materials solely as needed to:
- Perform the agreed services
- Communicate about the project
- Provide support and revisions during the project
- Create Deliverables for you
You represent that you have the rights and permissions needed for Killough Works to use Client Materials and that they do not infringe third-party rights.
4. Deliverables
Upon full payment of all fees owed for an engagement, you receive ownership or the agreed license to final Deliverables as stated in the Service Agreement, written scope, checkout terms, or project confirmation.
Default rule for bespoke client work:
- You own or receive the agreed license to final custom Deliverables created specifically for your project.
- Provider Materials are excluded from your ownership even when embedded in Deliverables.
- Third-Party Materials remain subject to third-party licenses and account terms.
Until full payment is received, Deliverables remain the property of Killough Works or its licensors. Killough Works may withhold delivery files, repository access, credentials, transfers, launch steps, or final assets until outstanding amounts are paid.
5. Provider Materials
Killough Works retains ownership of Provider Materials, including:
- Starter templates and boilerplate
- Reusable code utilities and component patterns
- Prompt libraries and automation patterns
- Internal checklists, review frameworks, and teardown formats
- General know-how, concepts, methods, and non-client-specific workflows
When Provider Materials are incorporated into Deliverables, you receive a non-exclusive, perpetual, royalty-free license to use the embedded Provider Materials only as part of the delivered project, unless a written agreement says otherwise.
You may not resell, redistribute, extract, or package Provider Materials as a standalone product or competing service without written permission.
6. Third-Party Materials
Deliverables may include Third-Party Materials subject to their own licenses and terms.
| Type | Typical handling |
|---|---|
| Open-source software | Provided under applicable open-source licenses; license notices should be retained |
| Commercial plugins, themes, or SaaS tools | Client may need to buy and maintain a separate license or subscription |
| Stock photos, icons, fonts, and media | Client is responsible for securing and maintaining licenses unless explicitly included in scope |
| Platforms and APIs | Client maintains account ownership, credentials, billing, and vendor compliance |
Killough Works is not responsible for third-party license fees, subscription costs, outages, policy changes, or enforcement actions after delivery unless explicitly included in scope and prepaid.
7. Source Code and Technical Assets
For Mini Build and custom development engagements, you generally receive ownership or a broad license to custom source code written specifically for the project upon full payment, excluding Provider Materials and Third-Party Materials.
Delivery format may include repository access, exported files, platform-native configuration, deployment to client-controlled hosting, or documentation, depending on scope.
Transfer of code does not require Killough Works to provide future maintenance, updates, security patches, compatibility fixes, or feature development unless separately contracted.
8. Content, Copy, Designs, and Branding Assistance
Upon full payment, you may use delivered custom copy and design implementation in your business operations, subject to Provider Materials and Third-Party Materials.
You are responsible for verifying factual claims, advertising compliance, industry requirements, and AI-assisted content before publication.
Unless explicitly scoped, Killough Works does not provide full trademark clearance, brand identity packages, legal review, or formal accessibility certification.
9. Prompts, Workflows, and Automations
When scope includes a live automation connected to client accounts, the client typically owns or controls the automation running in those accounts, while Killough Works retains Provider Materials in the underlying pattern.
Custom documentation and SOPs written specifically for the client transfer with Deliverables upon full payment. Generic frameworks, prompt patterns, implementation methods, and internal process libraries remain Provider Materials.
10. Portfolio Rights
Unless you opt out in writing, Killough Works may display non-confidential Deliverables and project summaries in portfolio, case study, and marketing materials after delivery.
You may request confidential treatment, redaction, anonymization, or prospective removal of future promotional use in writing.
11. AI-Generated Elements
Some Deliverables may include AI-assisted elements. Copyright protection for AI-generated material may be limited or uncertain under current law.
You are responsible for how AI-assisted content is published and for any disclosures required by law, platform policy, industry rule, or customer expectation. See the AI Disclosure.
12. Infringement Claims
If Deliverables allegedly infringe third-party rights because of Client Materials, instructions, or assets you supplied, you are responsible for the resulting claim as described in the Terms of Service and any Service Agreement.
If you believe Deliverables infringe third-party rights because of Killough Works's original work, notify ionkilo42@gmail.com promptly so the issue can be reviewed in good faith.
13. Survival
Sections covering Provider Materials, Third-Party Materials, unpaid fees, portfolio rights where applicable, confidentiality, indemnification, and ownership conditions survive project completion.
Related: Terms of Service · Service Agreement Template · AI Disclosure