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

Ownership of Data and Intellectual Property. (a) Each Party shall own all data and information (i) provided by it to the other Party in connection with its receipt of Services or (ii) created by or for the other Party solely on behalf of it in relation to the provision of Services (collectively, “Service Receiver Data”). (b) Upon the request of the Recipient, and at Recipient’s expense, any Service Receiver Data in possession of a Provider shall be promptly provided to the Recipient in the format in which such Provider maintains such data as of the time of such request; provided that the Provider may retain the relevant Service Receiver Data and provide a copy thereof to the Recipient: (i) if necessary for such Provider to continue to provide the Services during the Term; or (ii) if such Provider is unable to delete the Service Receiver Data from its archives using commercially reasonable efforts. (c) All other data, information and Intellectual Property provided by each Party (including its Affiliates) and their respective licensors and information, content and software providers in connection with performance of the Services shall remain the property of such Party (or its Affiliates). Each Party hereby grants to the other Party and to its Affiliates and any third parties providing Services under this Agreement 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 the other Party to perform its obligations under, and for the granting Party to receive and use the Services as contemplated by, this Agreement, only to the extent of the interest held by the granting Party 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.

Ownership of Data and Intellectual Property. (a) Each Party KLX shall own all data and information (i) provided by it any member of the KLX Group to any member of the other Party B/E Group in connection with its such member of the KLX Group’s receipt of Transition Services or (ii) created by or for B/E or any other member of the other Party B/E Group solely on behalf of it in relation to the provision of 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 the Recipienta Party, and at Recipientsuch Party’s sole cost and expense, any Service Receiver Data in possession of a Provider the other Party or any other member of the such other Party’s Group shall be promptly provided to the Recipient requesting Party in the format in which such Provider maintains such data Service Receiver Data is maintained as of the time of such request; provided provided, however, that the Provider such other Party may retain the relevant Service Receiver Data and provide a copy thereof to the Recipientrequesting Party: (i) if necessary for the Party holding such Provider Service Receiver Data (or any other member of such Party’s Group) to comply with the requirements of Section 6.5, (ii) if necessary for the Party holding such Service Receiver Data (or any other member of such Party’s Group) to continue to provide the Transition Services during the Term; or (iiiii) if the Party holding such Provider Service Receiver Data (or any other member of such 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 Transition Services hereunder, neither Party nor any other member of either 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 each Party shall deliver, or cause to be delivered, upon the written request of the other Party, within such time period as the Parties may reasonably agree, at the sole cost and expense of the 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 the requesting Party. (cd) All other data, information and Intellectual Property provided by each Party (including its Affiliateseach other member of such Party’s Group) and their respective licensors and information, content and software providers in connection with performance of the Transition Services shall remain the property of such Party (Party. No right or its Affiliates). Each Party hereby grants license with respect to the other Party and to its Affiliates and any third parties providing Services Intellectual Property is granted under this Agreement 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 other than as is strictly necessary for a Party to perform, and the other Party to perform its obligations under, and for the granting Party to receive and use use, the Transition Services as contemplated byherein, this Agreement, and then only to the extent of the interest held by the Party granting Party or its Affiliatessuch right. (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.

Ownership of Data and Intellectual Property. (a) Each Party Splitco shall own all data and information (i) provided by it the Splitco Group to the other Party LG Group in connection with its a Service Recipient’s receipt of Transition Services or (ii) created by or for the other Party LG Group solely on behalf of it in relation to the provision of Transition Services to a Service Recipient (collectively, “Service Receiver Data”). Splitco grants the LG Group a non-exclusive, non-transferable, royalty-free, and personal license to use any Service Receiver Data in connection with the Transition Services. (b) Upon the written request of the a Service Recipient, and at the Service Recipient’s sole cost and expense, any and all Service Receiver Data in possession of a the Service Provider shall be promptly provided to the requesting Service Recipient as soon as reasonably practicable and in accordance with applicable Law in the format in which such Provider maintains such data Service Receiver Data is maintained as of the time of such request; provided provided, however, that the Service Provider may retain the relevant Service Receiver Data and provide a copy thereof to the requesting Service Recipient: (i) if necessary for the Service Provider holding such Service Receiver Data to comply with the requirements of Section 5.5, (ii) if necessary for the Service Provider holding such Service Receiver Data to continue to provide the Transition Services during the applicable Term; or (iiiii) if the Service Provider holding such Provider Service Receiver Data is unable to delete the Service Receiver Data from its archives using commercially reasonable efforts. Following completion of the Transition Services, the Service Provider shall not retain any copy of the Service Receiver Data (unless required by applicable Law or pursuant to clauses (i) or (iii) of the foregoing sentence). (c) All As between the Parties, all other data, information and Intellectual Property provided by each Party (including its Affiliates) a Party’s Group and their respective licensors and information, content and software providers in connection with performance of the Transition Services shall remain the property of such Party (Party’s Group. No right or its Affiliates). Each Party hereby grants license with respect to the other Party and to its Affiliates and any third parties providing Services Intellectual Property is granted under this Agreement 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 other than as is strictly necessary for each Party’s Group to perform, and the other Party to perform its obligations under, and for the granting Party Party’s Group to receive and use use, the Transition Services as contemplated byherein, this Agreement, and then only to the extent of the interest held by the such Party Group granting Party or its Affiliatessuch right. (d) Subject to the terms of the Separation AgreementThe Service Provider may, in providing each Provider acknowledges and agrees that it will acquire no rightTransition Service, title or interest (including any license rights or rights of use) to any work product resulting from rely on the provision of Services hereunder data and information to it by or on behalf of the Service Recipient in respect of that Transition Service. Except as otherwise agreed in writing, the Service Provider has no obligation to review, verify or otherwise confirm the accuracy, completeness or sufficiency of the data or information provided by or on behalf of the Service Recipient. No member of the LG Group shall have any liability in connection with a Transition Service, whether in contract, tort (including negligence) or otherwise, for Damages suffered or incurred by a member of the Splitco Group to the extent such liability arises as a result of the inaccuracy, insufficiency or incompleteness of the data or information provided by or on behalf of the Service Recipient in respect of that Transition Service. (e) In the event that any Personal Data is Processed by one Party on behalf of the other Party under or in connection with this Agreement, the Party so Processing shall: (i) Process the Personal Data only on behalf of the other applicable Party, and only for the Recipient’s exclusive use purposes of performing its obligations under this Agreement, and such work product shall remain only in accordance with instructions received; and (ii) at all times ensure that appropriate technical and organizational measures as detailed in Exhibit A attached hereto will be taken against unauthorized or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data. (f) In the exclusive property event a member of the Recipient. To LG Group incorporated, formed or organized in a country within the extent title to any such work product vests European Economic Area or Switzerland will be Processing Personal Data, the Parties will enter into a Data Processing Agreement, substantially 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 form set forth 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 ProviderExhibit B attached hereto.

Ownership of Data and Intellectual Property. (a) Each Party retains the ownership and title to any and all of its data an Intellectual Property as of the Effective Date. This Agreement is not intended to, and shall own all data and information (i) provided by it not, transfer or license any Intellectual Property from one Party to the other Party in connection with its receipt of Services or (ii) created by or other, except for the other Party solely on behalf of it limited license rights as expressly set forth in relation to the provision of Services (collectively, “Service Receiver Data”in Section 7.1(c) and Section 7.1(d). (b) Upon All Intellectual Property created or developed by Service Recipient in connection herewith shall be owned by Service Recipient. Except as otherwise mutually agreed by the request of the Recipient, and at Recipient’s expenseParties, any Intellectual Property created or developed by or on behalf of Service Receiver Data Provider Parties in possession of a Provider connection herewith shall be promptly provided to the Recipient in the format in which such Provider maintains such data as of the time of such request; provided that the Provider may retain the relevant owned by Service Receiver Data and provide a copy thereof to the Recipient: (i) if necessary for such Provider to continue to provide the Services during the Term; or (ii) if such Provider is unable to delete the Service Receiver Data from its archives using commercially reasonable effortsProvider. (c) All Service Provider hereby grants to Service Recipient and to its Personnel, a non-exclusive, limited license and right, during the Term, under the Intellectual Property (other datathan Trademarks) of Service Provider or its Affiliates, information and to use the embodiments of Intellectual Property provided by each Party (including its Affiliates) and their respective licensors and information, content and software providers in connection with performance of the Services shall remain the property of such Party (or its Affiliates). Each Party hereby grants Service Provider to the other Party and to its Affiliates and any third parties providing Services under this Agreement a nonexclusive, nontransferable, world-wide, royalty-free license, for the term of this Agreement, to use the Intellectual Property owned by the granting Party Service Recipient hereunder solely to the extent strictly necessary for the other Party to perform its obligations underreceipt, and for the granting Party to receive access and use the Services as contemplated by, this Agreement, only to the extent of the interest held by Services. Notwithstanding the granting Party or foregoing, Service Provider shall grant a license to Service Recipient and its AffiliatesPersonnel beyond the Term on reasonable terms and conditions pursuant to a Change Order. (d) Subject Service Recipient hereby grants to the terms of the Separation AgreementService Provider, each any Service Provider acknowledges and agrees that it will acquire no right, title Affiliate 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 productthird party providing Services, and the Provider shall provide such assistance and execute such documents as the Recipient may reasonably request to assign to such Recipient all righteach of their Personnel, 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 limited license and right, during the Term, under the Intellectual Property (other than Trademarks) of use) Service Recipient and its Affiliates, to any work product resulting from use the embodiments of Intellectual Property provided by Service Recipient to Service Provider hereunder, solely to the extent necessary for the provision of Services hereunder that is the Services. (e) For the avoidance of doubt, nothing herein shall be construed as a license, assignment, or grant of any rights to either Party’s Trademarks, and Service Recipient will not for the Recipientuse Service Provider’s exclusive use and such work product shall remain the exclusive property of the or its Affiliates’ Trademark, or otherwise identify Service Provider Parties in advertising, publicity or otherwise, in each case without obtaining Service Provider’s prior written consent.