NEWPORT BEACH, CITY OF 2 -2004 - Laserfiche WebLink

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Attachment B 18. OWNERSHIP I INTELLECTUAL PROPERTY (A) Contractor has created, acquired or otherwise has rights in, and may, in connection with the performance of services hereunder, employ, provide, modify, create, acquire or otherwise obtain rights in, various concepts, ideas, methods, methodologies, procedures, processes, know-how, techniques, models, templates, the generalized features of the structure, sequence and organization of software, user interfaces and screen designs, general purpose consulting and software tools, utilities and routines, and logic, coherence and methods of operation of systems (collectively, "Contractor Technology"). To the extent that Contractor uses any of its intellectual or other property in connection with the performance of its services, Contractor shall retain all right, title and interest in and to such property, and, except for the license expressly granted, City shall acquire no right, title or interest in or to such property. (8) City has permanent ownership of all directly connected and derivative materials first produced under this Agreement in connection with the Services by Contractor for delivery to the City, excluding any Contractor Technology contained therein. All documents, reports and other incidental or derivative work or materials furnished hereunder shall become and remain the sole property of the City and may be used by the City as it may require without additional cost to the City. Contractor without the express written consent of the City shall use none of the documents, reports and other incidental or derivative work or furnished materials except in providing the Services hereunder. All materials, documents, data or information obtained from City data files or any City medium furnished to Contractor in the performance of this Agreement will at all times remain the property of the City. (C) City shall have the right to use the trademarks and name of Contractor, but shall not have the right to use the narnes of the inventors of the Contractor's Software without the written consent of the party whose name is desired to be used. 19. COMPUTER DELIVERABLES All system and project management documentation including (but not limited to: design documents, as-built documentation, working papers, test results, training materials and other written documents shall be delivered in hard copy and transmitted to City in an electronic version using Microsoft Office Products, including Microsoft Word. Excel and Project readable by City. 20. SOURCE CODE ESCROW All application source code authored by the Contractor shall be placed in a source code escrow account acceptable to the City. All updates to the software provided to the City and its assigns and agents shall be placed into the account as long as 12