Common use of Ownership of Data and Intellectual Property Clause in Contracts

Ownership of Data and Intellectual Property. (a) KLX shall own all data (i) provided by any member of the KLX Group to any member of the B/E Group in connection with such member of the KLX Group’s receipt of IT Services or (ii) created by or for B/E or any other member of the B/E Group solely in relation to the provision of IT Services to KLX or another member of the KLX Group (collectively, “Service Receiver Data”). (b) Upon the written request of KLX, and at KLX’s sole cost and expense, any Service Receiver Data in possession of B/E or any other member of B/E’s Group shall be promptly provided to KLX in the format in which such Service Receiver Data is maintained as of the time of such request; provided, however, that B/E may retain the relevant Service Receiver Data and provide a copy thereof to KLX: (i) if necessary for B/E (or any other member of B/E’s Group) to comply with the requirements of Section 6.5, (ii) if necessary for B/E (or any other member of B/E’s Group) to continue to provide the IT Services during the Term; or (iii) if B/E (or any other member of B/E’s Group holding such Service Receiver Data) is unable to delete the Service Receiver Data from its archives using commercially reasonable efforts. After completion of the IT Services hereunder, neither B/E nor any other member of B/E’s Group shall retain any copy of Service Receiver Data (unless required by Law or if clause (i) or (iii) above applies), and B/E shall deliver, or cause to be delivered, upon the written request of KLX, within such time period as the Parties may reasonably agree, at the sole cost and expense of KLX, all Service Receiver Data in its possession (or in the possession of any other member of its Group) to KLX. (c) All other data, information and Intellectual Property provided by each Party (including each other member of such Party’s Group) and their respective licensors and information, content and software providers in connection with performance of the IT Services shall remain the property of such Party. No right or license with respect to any Intellectual Property is granted under this Agreement other than as is strictly necessary for B/E to perform, and KLX to receive and use, the IT Services as contemplated herein, and then only to the extent of the interest held by the Party granting such right.

Ownership of Data and Intellectual Property. (a) KLX shall own all data and information (i) provided by any member of the KLX Group to any member of the B/E Group in connection with such member of the KLX Group’s receipt of IT Transition Services or (ii) created by or for B/E or any other member of the B/E Group solely in relation to the provision of IT Transition Services to KLX or another member of the KLX Group (collectively, “KLX Service Receiver Data”). (b) B/E shall own all data and information (i) provided by any member of the B/E Group to any member of the KLX Group in connection with such member of the B/E Group’s receipt of Transition Services or (ii) created by or for KLX or any other member of the KLX Group solely in relation to the provision of Transition Services to B/E or another member of the B/E Group (collectively, “B/E Service Receiver Data”). (c) Upon the written request of KLXa Party, and at KLXsuch Party’s sole cost and expense, any Service Receiver Data in possession of B/E the other Party or any other member of B/Ethe such other Party’s Group shall be promptly provided to KLX the requesting Party in the format in which such Service Receiver Data is maintained as of the time of such request; provided, however, that B/E such other Party may retain the relevant Service Receiver Data and provide a copy thereof to KLXthe requesting Party: (i) if necessary for B/E the Party holding such Service Receiver Data (or any other member of B/Esuch Party’s Group) to comply with the requirements of Section 6.5, (ii) if necessary for B/E the Party holding such Service Receiver Data (or any other member of B/Esuch Party’s Group) to continue to provide the IT Transition Services during the Term; or (iii) if B/E the Party holding such Service Receiver Data (or any other member of B/Esuch Party’s Group holding such Service Receiver Data) is unable to delete the Service Receiver Data from its archives using commercially reasonable efforts. After completion of the IT Transition Services hereunder, neither B/E Party nor any other member of B/Eeither Party’s Group shall retain any copy of Service Receiver Data of the other Party or any other member of the other Party’s Group (unless required by Law or if clause (i) or (iii) above applies), and B/E each Party shall deliver, or cause to be delivered, upon the written request of KLXthe other Party, within such time period as the Parties may reasonably agree, at the sole cost and expense of KLXthe requesting Party, all Service Receiver Data of the requesting Party in its possession (or in the possession of any other member of its Group) to KLXthe requesting Party. (cd) All other data, information and Intellectual Property provided by each Party (including each other member of such Party’s Group) and their respective licensors and information, content and software providers in connection with performance of the IT Transition Services shall remain the property of such Party. No right or license with respect to any Intellectual Property is granted under this Agreement other than as is strictly necessary for B/E a Party to perform, and KLX the other Party to receive and use, the IT Transition Services as contemplated herein, and then only to the extent of the interest held by the Party granting such right.

Ownership of Data and Intellectual Property. (a) KLX Each Party shall own all data and information (i) provided by any member of it to the KLX Group to any member of the B/E Group other Party in connection with such member of the KLX Group’s its receipt of IT Services or (ii) created by or for B/E or any the other member Party solely on behalf of the B/E Group solely it in relation to the provision of IT Services to KLX or another member of the KLX Group (collectively, “Service Receiver Data”). (b) Upon the written request of KLXthe Recipient, and at KLXRecipient’s sole cost and expense, any Service Receiver Data in possession of B/E or any other member of B/E’s Group a Provider shall be promptly provided to KLX the Recipient in the format in which such Service Receiver Data is maintained Provider maintains such data as of the time of such request; provided, however, provided that B/E the Provider may retain the relevant Service Receiver Data and provide a copy thereof to KLXthe Recipient: (i) if necessary for B/E (or any other member of B/E’s Group) to comply with the requirements of Section 6.5, (ii) if necessary for B/E (or any other member of B/E’s Group) such Provider to continue to provide the IT Services during the Term; or (iiiii) if B/E (or any other member of B/E’s Group holding such Service Receiver Data) Provider is unable to delete the Service Receiver Data from its archives using commercially reasonable efforts. After completion of the IT Services hereunder, neither B/E nor any other member of B/E’s Group shall retain any copy of Service Receiver Data (unless required by Law or if clause (i) or (iii) above applies), and B/E shall deliver, or cause to be delivered, upon the written request of KLX, within such time period as the Parties may reasonably agree, at the sole cost and expense of KLX, all Service Receiver Data in its possession (or in the possession of any other member of its Group) to KLX. (c) All other data, information and Intellectual Property provided by each Party (including each other member of such Party’s Groupits Affiliates) and their respective licensors and information, content and software providers in connection with performance of the IT Services shall remain the property of such PartyParty (or its Affiliates). No right or license with respect Each Party hereby grants to the other Party and to its Affiliates and any Intellectual Property is granted third parties providing Services under this Agreement other than as is a nonexclusive, nontransferable, world-wide, royalty-free license, for the term of this Agreement, to use the Intellectual Property owned by the granting Party solely to the extent strictly necessary for B/E the other Party to performperform its obligations under, and KLX for the granting Party to receive and use, use the IT Services as contemplated hereinby, and then this Agreement, only to the extent of the interest held by the granting Party granting or its Affiliates. (d) Subject to the terms of the Separation Agreement, each Provider acknowledges and agrees that it will acquire no right, title or interest (including any license rights or rights of use) to any work product resulting from the provision of Services hereunder for the Recipient’s exclusive use and such work product shall remain the exclusive property of the Recipient. To the extent title to any such work product vests in the Provider by operation of Law, each Party hereby assigns (and shall cause any such other Provider to assign) to the relevant Recipient all right, title and interest in and to such work product, and the Provider shall provide such assistance and execute such documents as the Recipient may reasonably request to assign to such Recipient all right, title and interest in and to such work product. Each Recipient acknowledges and agrees that it will acquire no right, title or interest (other than a non-exclusive, perpetual worldwide right of use) to any work product resulting from the provision of Services hereunder that is not for the Recipient’s exclusive use and such work product shall remain the exclusive property of the Provider.