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Similarly Haslbury discusses this concept of equitable assignment:

"An `equitable assignment' may be created by agreement expressed or implied. An agreement which contemplates that a future document of assignment is to be executed has been held to take effect as an `equitable assignment'. An `equitable assignment' if it purports to assign the whole of the copyright, is not a partial assignment merely because it is equitable. (Halsbury's Law of England Vol. 9 para 870, page 556). The law implies a term that an assigner shall not do anything that will render what he has assigned valueless as by publishing a similar work. Ibid, para 872 page 557)."

In the "Modern Law of Copyright - Laddie, Prescott & Vitoria (1980 Edition), it is stated in para 10.25, at page 337:-

"Ownership in equity can arise in a number of ways; (I) under an agreement to assign the copyright. Where the work is already in existence the intended assignee becomes the owner in equity if the contract is one which is specifically enforceable."

70. Iyenger in his commentary on The Copyright Act, 1957 (1983 Edition) has also stated (at page 136) that a mere agreement to assign gives equitable rights, that is, it operates as an equitable assignment of the copyright; the plaintiff could maintain as equitable assignee of the copyright, an action for damages for infringement of copyright.

71. From the above, it is clear that equitable assignment exists in cases involving the agreement to assign future work and equitable assignment generally flows from contractual relations where work is commissioned. Applying the said principles to the present case, it can be said that a bare reading of clause 7 of the agreement demarcates the two interests, the beneficial interest and the equitable interest.

72. The usage of the expression "beneficial owner" in context of the plaintiff makes the intention of the parties to enter into agreement clear and unequivocal, demarcating the two interests. The intention further is clarified once the agreement provides for future obligations of the parties. It is a matter of fact that MSA was entered into in June, 2004 and future software was developed between June-August, 2004 and subsequently, at the time of agreement, the software was yet to be created. The intention is again reflected when the right to enforce is accorded to the defendant. It is also not disputed that the plaintiff was paid for the creation of the work. Rather, the plaintiff himself in his email acknowledged that the plaintiff has been paid with respect to the creation of the work. Under these circumstances, one can say with the certainty that the present agreement or MSA is an agreement wherein intention of the parties, whether express or implied, is such so as to create inference of equitable title in favour of defendant no.

75. The said concept of equitable assignment is not new to our Indian copyright jurisprudence and the same has been recognized by a Single Judge of this court in Sunil Aggarwal & Anr v. Kum Kum Tandon & Ors, PTC (Suppl)(1) 709 (Del) wherein the court stated that even in the absence of assignment in writing, equitable assignment is permissible.

76. From the above, it can be inferred that an assignment in equity by its very nature is a creation of equity and is unaffected by statutory assignment. Section 19 imposes several prerequisites and conditions which operate on an assignment as per the provisions of the Act. The assignment in equity is based on the intention of the parties whether express or implied and is unfettered and unbridled by the provisions of Section 19. This being the position in the matter, it is not a convincing submission that by operation of Section 19, the rights of the plaintiff revert back to it and thus lead to an enforceable right. Equitable assignment once being out of operation of Section 19, the question of reverting back of rights does not arise.