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7. Patent. Copyrights and Rights in Data. The EMPLOYER will disclose to the CITY any
<br />invention, written product, computer program developed or data assembled as a result of
<br />performance of work under this Agreement within seventy four (74) days of invention,
<br />development or assembly. The CITY, State of California, and U.S. Department of Labor will
<br />have the right to patent any invention and copyright any written product or computer program or
<br />data generated by EMPLOYER. Upon written request, EMPLOYER will transfer all pertinent
<br />information, specifications and right, title and interest to the designated agency.
<br />INVENTIONS, PATENTS AND COPYRIGHTS.
<br />A. Reporting Procedure. If any project produces patentable items, patent
<br />rights, processes, or inventions in the course of work under a U.S. Department of Labor (DOL)
<br />grant or agreement, the CONTRACTOR shall report the fact promptly and fully to the CITY.
<br />The CITY shall report the fact to the Grant Officer, at the DOL. Unless there is a prior
<br />agreement between the CITY and the DOL and its representative on these matters, the DOL shall
<br />determine whether to seek protection on the invention or discovery. The DOL and its
<br />representative shall determine how the rights in the invention or discovery, including rights
<br />under any patent issued thereon, will be allocated and administered in order to protect the public
<br />interest consistent with the "Governmental Patent Policy" (President's Memorandum for Heads
<br />of Executive Departments and Agencies, August 23, 1971, and Statement of Government Patent
<br />Policy).
<br />B. Copyright Policy.
<br />1. Unless otherwise provided in the terms of the grant or agreement, when
<br />copyright-able material is developed in the course of or under a DOL Grant or agreement, the
<br />author and the CITY which developed the work is free to copyright material or to permit others
<br />to do so. The EMPLOYER and the Workforce Investment Board (WIB) shall have aroyalty-
<br />free, nonexclusive and irrevocable license to reproduce, publish, use and to authorize others to
<br />use all copyrighted material.
<br />2. The DOL reserves aroyalty-free, nonexclusive, and irrevocable license to
<br />reproduce, publish or otherwise use, and to authorize others to use, for Federal Government
<br />purposes: (a) The copyright in any work developed under any grant, sub-grant, or contract under
<br />a grant or subgrant; (b) Any right of copyright to which a grantee, subgrantee or a EMPLOYER
<br />purchases ownership with grant support; and (c) EMPLOYER shall comply with the
<br />requirements of 29 CFR Part 97.34.
<br />C. Rights to Data. The DOL and the CITY shall have unlimited rights to
<br />any data first procured or delivered under this Agreement.
<br />9. Hold Harmless. The EMPLOYER shall indemnify, defend and hold harmless CITY, and
<br />its officers, agents and employees, from and against any and all damages to property or
<br />injuries to or death of any person or persons, including property and employees or agents
<br />of CITY, and shall indemnify, defend and hold harmless CITY, and its officers, agents
<br />and employees, from any and all claims, demands, suits, actions or proceedings of any
<br />kind or nature, including, but not limited to, workers' compensation claims, resulting
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