Common use of Intellectual Property Ownership and Use Clause in Contracts

Intellectual Property Ownership and Use. ‌ (a) Any and all materials, information, or other work product created, prepared, accumulated or devel- oped by Implementer or any Implementer Party for PG&E in the course of performing Services shall be the (“Services Work Product”) that includes, but is not limited to, the inventions, pro- cesses, templates, documents, drawings, computer programs, designs, calculations, maps, plans, workplans, text, filings, estimates, manifests, certificates, books, specifications, sketches, notes, reports, summaries, analyses, customer project data and its data analytics, manuals, visual materi- als, data models and samples, including summaries, extracts, analyses and preliminary or draft ma- terials developed in connection therewith, shall be owned by PG&E on behalf and for the benefit of its customers. Services Work Product will be owned by PG&E upon its creation. Implementer agrees to execute any such other documents or take other actions as PG&E may reasonably request to perfect PG&E’s ownership in the Services Work Product. (b) If, and to the extent Implementer incorporates any pre-existing or separately developed materials or Intellectual Property Rights (“Implementer’s Pre‐Existing Materials”) in Services Work Prod- uct, Implementer hereby grants PG&E on behalf of its customers and the CPUC for governmental and regulatory purposes an irrevocable, assignable, non‐exclusive, perpetual, fully paid up, world- wide, royalty‐free, unrestricted license to use and sublicense others to use, reproduce, display, pre- pare and develop derivative works, perform, distribute copies of Implementer’s Pre-Existing Ma- terials for the sole purpose of using such Services Work Product for the conduct of PG&E’s busi- ness and for disclosure to the CPUC for governmental and regulatory purposes related thereto. Unless otherwise expressly agreed to by the Parties, Implementer shall retain all of its rights, title and interest in Implementer’s Pre‐Existing Materials. Any and all claims to Implementer’s Pre‐ Existing Materials to be furnished or used to prepare, create, develop or otherwise manifest the Services Work Product must be expressly disclosed to PG&E prior to using any such Service Work Product for performing any Services under this Agreement. (c) Royalties, license fees or other charges for Implementer’s Pre-Existing Materials that are incorpo- rated in Services Work Product shall be incorporated in Implementer’s fees and charges on the Attachment 2 under this Agreement, and are not separately chargeable to PG&E.

Intellectual Property Ownership and Use. ‌ (a) Any and all materials, information, or other work product created, prepared, accumulated or devel- oped by Implementer or any Implementer Party for PG&E in the course of performing Services shall be the (“Services Work Product”) that includes, but is not limited to, the inventions, pro- cesses, templates, documents, drawings, computer programs, designs, calculations, maps, plans, workplans, text, filings, estimates, manifests, certificates, books, specifications, sketches, notes, reports, summaries, analyses, customer project data and its data analytics, manuals, visual materi- als, data models and samples, including summaries, extracts, analyses and preliminary or draft ma- terials developed in connection therewith, shall be owned by PG&E on behalf and for the benefit of its customers. Services Work Product will be owned by PG&E upon its creation. Implementer agrees to execute any such other documents or take other actions as PG&E may reasonably request to perfect PG&E’s ownership in the Services Work Product. Any Services Work Product that is developed with funding from both PG&E and Implementer shall be owned jointly by PG&E and Implementer. (b) If, and to the extent Implementer incorporates any pre-existing or separately developed materials or Intellectual Property Rights (“Implementer’s Pre‐Existing Materials”) in Services Work Prod- uct, Implementer hereby grants PG&E on behalf of its customers and the CPUC for governmental and regulatory purposes an irrevocable, assignable, non‐exclusive, perpetual, fully paid up, world- wide, royalty‐free, unrestricted license to use and sublicense others to use, reproduce, display, pre- pare and develop derivative works, perform, distribute copies of Implementer’s Pre-Existing Ma- terials for the sole purpose of using such Services Work Product for the conduct of PG&E’s busi- ness and for disclosure to the CPUC for governmental and regulatory purposes related thereto. Unless otherwise expressly agreed to by the Parties, Implementer shall retain all of its rights, title and interest in Implementer’s Pre‐Existing Materials. Any and all claims to Implementer’s Pre‐ Existing Materials to be furnished or used to prepare, create, develop or otherwise manifest the Services Work Product must be expressly disclosed to PG&E prior to using any such Service Work Product for performing any Services under this Agreement. (c) Royalties, license fees or other charges for Implementer’s Pre-Existing Materials that are incorpo- rated in Services Work Product shall be incorporated in Implementer’s fees and charges on the Attachment 2 under this Agreement, and are not separately chargeable to PG&E.