Common use of Ownership of Documents Clause in Contracts

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR ▇▇▇▇▇▇▇▇▇▇ agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR Contractor hereby agrees assigns to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY County and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTYCounty, the CONTRACTORContractor, the CONTRACTORContractor’s subcontractors sub-Contractors or third parties at the request of the CONTRACTOR Contractor (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR Contractor also hereby assigns to the County and its assignees all copyright and other use rights in any Documents and Materials including electronic copies stored in Contractor’s Information System, respecting in any way the subject matter of this Agreement. Contractor shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR Contractor agrees to take such further steps as may be reasonably requested by COUNTY County to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR Contractor hereby grants the COUNTY County and any assignee of the COUNTY County an express royalty – free license to retain and use said Documents and Materials. The COUNTYCounty’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORContractor’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR In Contractor’s contracts with other Contractors, Contractor shall expressly obligate its Sub-Contractors to grant the County the aforesaid assignment and license rights as to that Contractor’s Documents and Materials. Contractor agrees to defend, indemnify, and hold the County harmless from any damage caused by a failure of the Contractor to obtain such rights from its Contractors and/or Sub- Contractors. Contractor shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR Contractor and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY County harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTYCounty’s rights under this Paragraph 9 11 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR ▇▇▇▇▇▇▇▇▇▇ agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR Contractor hereby agrees assigns to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY County and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTYCounty, the CONTRACTORContractor, the CONTRACTORContractor’s subcontractors sub-Contractors or third parties at the request of the CONTRACTOR Contractor (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR Contractor also hereby assigns to the County and its assignees all copyright and other use rights in any Documents and Materials including electronic copies stored in Contractor’s Information System, respecting in any way the subject matter of this Agreement. Contractor shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR Contractor agrees to take such further steps as may be reasonably requested by COUNTY County to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR Contractor hereby grants the COUNTY County and any assignee of the COUNTY County an express royalty – free license to retain and use said Documents and Materials. The COUNTYCounty’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORContractor’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR In Contractor’s contracts with other Contractors, Contractor shall expressly obligate its Sub- Contractors to grant the County the aforesaid assignment and license rights as to that Contractor’s Documents and Materials. Contractor agrees to defend, indemnify, and hold the County harmless from any damage caused by a failure of the Contractor to obtain such rights from its Contractors and/or Sub-Contractors. Contractor shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR Contractor and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY County harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTYCounty’s rights under this Paragraph 9 11 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR CONSULTANT hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTORCONSULTANT, the CONTRACTORCONSULTANT’s subcontractors subconsultants or third parties at the request of the CONTRACTOR CONSULTANT (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR CONSULTANT shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR CONSULTANT agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR CONSULTANT hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORCONSULTANT’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR CONSULTANT shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR CONSULTANT and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR CONSULTANT hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTORCONSULTANT, the CONTRACTORCONSULTANT’s subcontractors subconsultants or third parties at the request of the CONTRACTOR CONSULTANT (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR CONSULTANT shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR CONSULTANT agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR CONSULTANT hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORCONSULTANT’s services as set forth in Exhibit “A” of this Agreement have been fully performed performed. The COUNTY shall indemnify the consultant for alteration or paid forreuse of documents and materials prepared as part of this agreement without written authorization from the consultant. CONTRACTOR CONSULTANT shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR CONSULTANT and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR A. Contractor hereby agrees assigns to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY MVEMSA and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTYMVEMSA, the CONTRACTORContractor, the CONTRACTORContractor’s subcontractors sub-Contractors or third parties at the request of the CONTRACTOR Contractor (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR . B. Contractor also hereby assigns to the MVEMSA and its assignees all copyright and other use rights in any Documents and Materials including electronic copies stored in Contractor’s Information System, respecting in any way the subject matter of this Agreement. C. Contractor shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR Contractor agrees to take such further steps as may be reasonably requested by COUNTY MVEMSA to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR Contractor hereby grants the COUNTY MVEMSA and any assignee of the COUNTY MVEMSA an express royalty – free license to retain and use said Documents and Materials. The COUNTYMVEMSA’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORContractor’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. D. In Contractor’s contracts with sub-contractors, Contractor shall expressly obligate its Sub-Contractors to grant the MVEMSA the aforesaid assignment and license rights as to that Contractor’s Documents and Materials. CONTRACTOR Contractor agrees to defend, indemnify, and hold the MVEMSA harmless from any damage caused by a failure of the Contractor to obtain such rights from its Contractors and/or Sub-Contractors. E. Contractor shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR Contractor and incorporated into the work as set forth in Exhibit “A”this Agreement, and shall defend, indemnify and hold the COUNTY MVEMSA harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTYMVEMSA’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and the WIB and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the WIB, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR ▇▇▇▇▇▇▇▇▇▇ agrees to take such further steps as may be reasonably requested by COUNTY and the WIB to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and WIB and any assignee of the COUNTY and the WIB an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s and the WIB’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY and the WIB harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s and the WIB’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a privateRK's reports, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposalsdrawings, plans, specificationspecifications, designsand other documents and deliverables are instruments of professional service (“Instruments of Service”) developed by RK in contemplation of a wide array of project-specific variables, drawingsincluding how the documents will be used and by whom. RK shall be the author, sketchesowner and custodian of the Instruments of Service, renderingsand shall retain all common law, modelsstatutory, reports and related documents (other reserved rights, including computerized or electronic copies) respecting in any way the subject matter copyright. By execution of this Agreement, whether prepared by RK grants to CLIENT a limited, nonexclusive license to use the COUNTYInstruments of Service for purposes of constructing, using, and maintaining the CONTRACTORproject for which the services are performed, the CONTRACTOR’s subcontractors or third parties at the request provided CLIENT substantially performs its obligations, including prompt payment of all sums when due, under this agreement. Upon completion of the CONTRACTOR (collectivelyservices, “Documents and Materials”). This explicitly includes the electronic payment in full of all monies due RK, CLIENT may retain copies of all above stated documentationsuch documents. CONTRACTOR THE INSTRUMENTS OF SERVICE ARE NOT INTENDED NOR REPRESENTED TO BE SUITABLE FOR REUSE ON EXTENSIONS, MODIFICATIONS, OR ADAPTATIONS OF THE PROJECT, OR ANY OTHER PROJECT. ANY REUSE OF SUCH DOCUMENTS, WITHOUT WRITTEN VERIFICATION OR ADAPTATION BY RK FOR THE SPECIFIC PURPOSE INTENDED, WILL BE AT CLIENT’S SOLE RISK WITHOUT LIABILITY OR LEGAL EXPOSURE TO RK. CLIENT AGREES, TO THE FULLEST EXTENT PERMITTED BY LAW, TO INDEMNIFY, DEFEND, AND HOLD HARMLESS RK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND CONSULTANTS AGAINST ALL CLAIMS, Parties other than CLIENT and RK may apply to use an instrument, using a form prepared by RK for that purpose. Others’ use of an instrument shall be permitted only when CLIENT and RK both so agree; either shall have the right to retain copiesforbid use by others. In addition, including reproducible copies and computerized copiesRK shall make its permission contingent upon the satisfaction of certain conditions when, of said Documents and Materials. CONTRACTOR agrees to take in RK's professional judgment, such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment a contingency is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materialsnecessary.

Ownership of Documents. CONTRACTOR hereby CONSULTANT ▇▇▇▇▇▇ agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTORCONSULTANT, the CONTRACTORCONSULTANT’s subcontractors subconsultants or third parties at the request of the CONTRACTOR CONSULTANT (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR CONSULTANT shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR CONSULTANT agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR CONSULTANT hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORCONSULTANT’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR CONSULTANT shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR CONSULTANT and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees Consultant shall make available to provide School Board all reproducible copies tangible work product produced, originally developed, or submitted to School Board by Consultant pursuant to this Contract (hereinafter referred to as the “Original Work Product”). (a) Consultant shall deliver reproduced copies of all Original Work Product to School Board upon completion, unless it is necessary for Consultant, in School Board’s sole discretion, to retain possession for a privatelonger period of time. Upon early termination of Consultant’s services, Consultant shall deliver all Original Work Product, whether complete or not-for-profit, successor and if there is none then assigns . School Board shall have the COUNTY and its assignees all copyright and other right to use rights in any and all proposalswork product. Consultant shall retain copies for its permanent records; however, plansthe same cannot be used without School Board’s prior express written consent. Consultant agrees not to recreate any work product contemplated by or originally developed under this Contract, specificationor portions thereof, which if constructed or otherwise materialized, would be reasonably identifiable with the tangible work product originally developed by Consultant. If said work product is used by School Board for any purpose other than that purpose which is intended by this Contract, the School Board shall if and to the extent allowed by law, and without waiving the limits of sovereign immunity indemnify Consultant from any and all claims and liabilities which may result from such reuse, in the event Consultant does not consent to such reuse. (b) School Board exclusively retains all ownership and manufacturing rights to all materials or designs developed under this Agreement. To the extent the Services performed under this Agreement produce or include copyrightable or patentable materials or designs, drawingssuch materials or designs are work made for hire for School Board as the author, sketchescreator, renderingsor inventor thereof upon creation, modelsand School Board shall have all rights therein including, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTYwithout limitation, the CONTRACTORright of reproduction, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectivelywith respect to such work. Consultant shall assign to School Board, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copiesrights without limitation, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees the copyright with respect to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materialswork. The COUNTY’s rights under this paragraph shall apply regardless of Consultant acknowledges that Owner is the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid motivating factor for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defendfor the purpose of copyright or patent, indemnify has the right to direct and hold supervise the COUNTY harmless from any claims for infringement of patent or copyright arising out preparation of such selection. The COUNTY’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materialscopyrightable or patentable materials or designs.

Ownership of Documents. CONTRACTOR Contractor hereby agrees assigns to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY BAYRICS JPA and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTYBAYRICS JPA, the CONTRACTORContractor, the CONTRACTORContractor’s subcontractors sub-Contractors or third parties at the request of the CONTRACTOR Contractor (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR Contractor also hereby assigns to the BAYRICS JPA and its assignees all copyright and other use rights in any Documents and Materials including electronic copies stored in Contractor’s Information System, respecting in any way the subject matter of this Agreement. Contractor shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR Contractor agrees to take such further steps as may be reasonably requested by COUNTY BAYRICS JPA to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR Contractor hereby grants the COUNTY BAYRICS JPA and any assignee of the COUNTY BAYRICS JPA an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s BAYRICS JPA rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORContractor’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR CONSULTANT hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTORCONSULTANT, the CONTRACTORCONSULTANT’s subcontractors or third parties at the request of the CONTRACTOR CONSULTANT (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR CONSULTANT shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR CONSULTANT agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR CONSULTANT hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORCONSULTANT’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR CONSULTANT shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR CONSULTANT and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR A. In the event the TBID is dissolved, Contractor hereby agrees to provide to a private, not-not- for-profit, successor and if there is none then assigns the COUNTY City and its assignees all copyright and other use rights in any and all proposals, plans, specificationspecifications, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTYCity, the CONTRACTORContractor, the CONTRACTORContractor’s subcontractors or third parties at the request of the CONTRACTOR Contractor (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR . B. Contractor shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR Contractor agrees to take such further steps as may be reasonably requested by COUNTY City to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR Contractor hereby grants the COUNTY City and any assignee of the COUNTY City an express royalty – royalty-free license to retain and use said Documents and Materials. The COUNTYCity’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORContractor’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR . C. Contractor shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR Contractor and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY City harmless from any claims for infringement of patent or copyright arising out of such selection. . D. The COUNTYCity’s rights under this Paragraph 9 Section shall not extend to any computer software used to create such Documents and Materials. E. Contractor shall maintain all documents and records in accordance with the California Public Records Act, Government Code section 6250 et seq.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and the WIB and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the WIB, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees to take such further steps as may be reasonably requested by COUNTY and the WIB to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and WIB and any assignee of the COUNTY and the WIB an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s and the WIB’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY and the WIB harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s and the WIB’s rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR CONSULTANT hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTORCONSULTANT, the CONTRACTORCONSULTANT’s subcontractors sub consultants or third parties at the request of the CONTRACTOR CONSULTANT (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR CONSULTANT shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR CONSULTANT agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR CONSULTANT hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORCONSULTANT’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR CONSULTANT shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR CONSULTANT and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR CONSULTANT hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTORCONSULTANT, the CONTRACTORCONSULTANT’s subcontractors subCONSULTANTs or third parties at the request of the CONTRACTOR CONSULTANT (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR CONSULTANT shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR CONSULTANT agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR CONSULTANT hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTORCONSULTANT’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR CONSULTANT shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR CONSULTANT and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s ’S subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR ▇▇▇▇▇▇▇▇▇▇ agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s ’S rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s ’S services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s ’S rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees It is understood and agreed that upon full payment of all amounts due or anticipated to provide to a private, not-for-profit, successor and if there is none then assigns be due the COUNTY and its assignees ARCHITECT under this Agreement the CITY shall own all copyright documents and other use rights in any work product of the ARCHITECT created for this Project (the “Project Documents”), except the ARCHITECT’s notes and all proposalsworkpapers or pre-existing intellectual property or standard details, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way which pertain to the subject matter of work performed under this Agreement. The CITY shall have the sole right to use such Project Documents in its discretion and without further compensation to the ARCHITECT, whether prepared but any re-use of such documents by the COUNTYCITY on any other project without prior written consent of the ARCHITECT shall be at the sole risk of the CITY and the CITY shall indemnify, defend, and hold harmless the ARCHITECT, the CONTRACTORARCHITECT’s consultants and agents and employees or any of them from and against claims, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectivelydamages, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”losses, and shall defendexpenses (including, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright but not limited to, reasonable attorneys’ fees) arising out of the use or reuse of the Project Documents without the ARCHITECT’s involvement, whether such selectionclaims are brought in breach of contract, breach of warranty, negligence or other tort or otherwise. The COUNTY’s rights under this Paragraph 9 ARCHITECT shall not extend at its sole expense provide all such documents to any computer software used the CITY upon request. ARCHITECT may include images taken of the Project from publicly accessible areas, as well as an accurate representation of the design services provided to create such Documents and Materialsthe CITY, in press releases, design competitions, advertising, marketing materials, other promotional materials, presentations, case studies, or reports, with the CITY’S prior written consent.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns assign the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way created solely for the subject matter of this AgreementCounty, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. Ownership of all Pre-Existing Work Product of CONTRACTOR, or CONTRACTOR’s subcontractor that is incorporated in the Documents and Materials shall remain with CONTRACTOR or CONTRACTOR’s subcontractor as the case may be and COUNTY shall have a non-exclusive, non-transferrable license to use the Pre-existing Work Product. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees assigns to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all non-exclusive copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR ▇▇▇▇▇▇▇▇▇▇ agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s services as set forth in Exhibit “A” A of this Agreement have been fully performed or paid for. In CONTRACTOR’s contracts with other contractors, CONTRACTOR shall expressly obligate its Subcontractors to grant the COUNTY the aforesaid assignment and license rights as to that CONTRACTOR’s Documents and Materials. ▇▇▇▇▇▇▇▇▇▇ agrees to defend, indemnify and hold the County harmless from any damage caused by a failure of the CONTRACTOR to obtain such rights from its Contractors and/or Subcontractors. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s rights under this Paragraph 9 14 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s ’S subcontractors or third parties at the request of the CONTRACTOR (collectively, “Documents and Materials”). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – free license to retain and use said Documents and Materials. The COUNTY’s ’S rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s ’S services as set forth in Exhibit “A” of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “A”, and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s ’S rights under this Paragraph 9 8 shall not extend to any computer software used to create such Documents and Materials.

Ownership of Documents. CONTRACTOR hereby agrees to provide to a private, not-for-profit, successor and if there is none then assigns the COUNTY and its assignees all copyright and other use rights in any and all proposals, plans, specification, designs, drawings, sketches, renderings, models, reports and related documents (including computerized or electronic copies) respecting in any way the subject matter of this Agreement, whether prepared by the COUNTY, the CONTRACTOR, the CONTRACTOR’s 's subcontractors or third parties at the request of the CONTRACTOR (collectively, “"Documents and Materials”"). This explicitly includes the electronic copies of all above stated documentation. CONTRACTOR shall be permitted to retain copies, including reproducible copies and computerized copies, of said Documents and Materials. CONTRACTOR ▇▇▇▇▇▇▇▇▇▇ agrees to take such further steps as may be reasonably requested by COUNTY to implement the aforesaid assignment. If for any reason said assignment is not effective, CONTRACTOR hereby grants the COUNTY and any assignee of the COUNTY an express royalty – - free license to retain and use said Documents and Materials. The COUNTY’s 's rights under this paragraph shall apply regardless of the degree of completion of the Documents and Materials and whether or not CONTRACTOR’s 's services as set forth in Exhibit “"A” " of this Agreement have been fully performed or paid for. CONTRACTOR shall pay all royalties and license fees which may be due for any patented or copyrighted materials, methods or systems selected by the CONTRACTOR and incorporated into the work as set forth in Exhibit “"A”", and shall defend, indemnify and hold the COUNTY harmless from any claims for infringement of patent or copyright arising out of such selection. The COUNTY’s 's rights under this Paragraph 9 shall not extend to any computer software used to create such Documents and Materials.