2011/10/05 Council Agenda Packet

E. Pre-existing Intellectual Property: In the event Sub-recipient owns Intellectual Property that was developed prior to this PFA and that pre-existing Intellectual Property is utilized for this Project, such Intellectual Property shall remain the property of Sub-recipient;however,the Sub-recipient hereby grants the Foundation,its subscribers, and Co-funders a nonterminable,world-wide,nonexclusive license to utilize such pre-existing Intellectual Property for non-profit research and Educational Purposes as well as for all Co-funders' internal business purposes in order to improve their business, plant(s), operating procedures,equipment, software,processes or otherwise,without royalty, and without the requirement of an accounting to Sub-recipient for any such use. In the event Sub-recipient utilizes Intellectual Property owned by another in this Project(including any Foundation Intellectual Property), Sub-recipient shall obtain all appropriate permissions on the Foundation's,its subscribers', and Co-funders' behalf to accomplish the terms of this Section XII.E. Agreements detailing such permissions shall be approved by,and completed documents shall be provided to the Foundation. F. Publication of Intellectual Property: The Foundation encourages the Sub-recipient and Co-funders to publish Jointly Owned Intellectual Property based on this Project and to utilize the Foundation's Intellectual Property for Educational Purposes as is defined in this Agreement. Any publication of Foundation Intellectual Property must comply with the requirements of this PFA. The Sub-recipient and Co-funders agree to comply with the following steps prior to use of another's Intellectual Property or Jointly Owned Intellectual Property before distribution,presentation,or publication: 1. The Sub-recipient and Co-funders hereby agree to provide to the Foundation copies of any publication or presentation of Jointly Owned Intellectual Property or Foundation Intellectual Property approved for publication/presentation at least three(3)weeks prior to submission of such publication or presentation,or if three(3)weeks is not practical, copies shall be provided as soon as is practical,but in no event shall it be later than the date of the publication or presentation. 2. Each party agrees and understands that it shall not dispose of or injure an owner's rights to Intellectual Property,including,but not limited to,any computer software by any presentation or publication of such property and each party shall take all steps necessary to preserve the owner's rights.This Section XII.F.2. shall not prevent the Sub-recipient, Co-funders,or the Foundation from transferring its own undivided but equal share of ownership of Jointly Owned Intellectual Property to a publication without any requirement of royalty or accounting to the others. 3. In the event the Sub-recipient or Co-funders publishes Jointly Owned Intellectual Property and is required by the publisher to assign its copyright ownership to the work,the Sub-recipient and Co- funders agree to include the following or similar language on any copyright assignment: The submitted manuscript[publication][presentation]has been made possible through funding from the Water Research Foundation, HDR Engineering, Inc., City of Tacoma Public Utilities, Water Division, Seattle Public Utilities, and City of Everett. The information contained herein is based upon Intellectual Property that is jointly owned by HDR Engineering, Inc., City of Tacoma Public Utilities, Water Division, Seattle Public Utilities, City of Everett, and the Water Research Foundation. The Water Research Foundation, HDR Engineering, Inc., City of Tacoma Public Utilities, Water Division, Seattle Public Utilities, and City of Everett retain their rights to publish or produce the Jointly Owned Intellectual Property in part or in its entirety. 4. Sub-recipient agrees to acquire appropriate peiuhission(s)to use any third-party copyrighted materials utilized in any manner in connection with the Project(See XII.E. above). The FINAL 09012011 14 Joint Multi Funded PFA 52