|
delegate responsibilities under this Contract, in whole or in part, without the prior written approval of the
<br />WSCA Contract Administrator, which approval shall not be unreasonably withheld.
<br />31. OWNERSHIP OF PROPRIETARY INFORMATION. Any reports, histories, studies, tests,
<br />manuals, instructions, photographs, negatives, blue prints, plans, maps, data, system designs, computer
<br />code, or any other documents or drawings, prepared or in the course of preparation by Contractor (or its
<br />subcontractors) specifically for WSCA in performance of Contractor's obligations under this Contract
<br />(collectively, the "Specially Prepared Proprietary Information") shall be the exclusive property of WSCA
<br />and all such Specially Prepared Proprietary Information, that has not already been delivered into WS CA's
<br />possession, shall be delivered into WSCA possession by Contractor upon completion, termination, or
<br />cancellation of this Contract. For purposes of this delivery obligation, Contractor shall provide the
<br />Specially Prepared Information to the Lead State. Contractor shall not use, willingly allow, or cause to
<br />have such Specially Prepared Information used for any purpose other than performance of Contractor's
<br />obligations under this Contract without the prior written consent of WSCA. Notwithstanding the
<br />foregoing, unless otherwise specifically stated in the Contract, neither WSCA nor any Participating Entities
<br />shall have any proprietary interest in any reports, histories, studies, tests, manuals, instructions,
<br />photographs, negatives, blue prints, plans, maps, data, system designs, computer code, or any other
<br />documents or drawings, any pre-existing works or materials, or any materials licensed to WSCA (or
<br />otherwise provided for WSCA's use) that are NOT specifically prepared by Contractor for WSCA in
<br />performance of Contractor's obligations under this Contract, whether such materials are subject to patent,
<br />trademark or copyright protection or otherwise.
<br />32. PATENTS, COPYRIGHTS, ETC. The Contractor shall release, indemnify and hold WSCA,
<br />the Lead State, and Participating States and their officers, agents and employees harmless from liability of
<br />any kind or nature, including the Contractor's use of any copyrighted or un-copyrighted composition, secret
<br />process, patented or unpatented invention, article or appliance furnished or used in the performance of this
<br />Contract.
<br />33. PUBLIC RECORDS. Pursuant to NRS 239.010, information or documents received from
<br />Contractor may be open to public inspection and copying. The Lead State will have the duty to disclose
<br />unless a particular record is made confidential by law or a common law balancing of interests. Contractor
<br />may label specific parts of an individual document as a "trade secret" or "confidential" in accordance with
<br />NRS 333.333, provided that Contractor thereby agrees to indemnify and defend the Lead State for honoring
<br />such a designation. The failure to so label any document that is released by the Lead State shall constitute a
<br />complete waiver of any and all claims for damages caused by any release of the records.
<br />The above provision applies to WSCA and the Lead State, and does not inure to the benefit of
<br />Participating Entities. Information or documents produced or received by a Participating Entity in
<br />connection with participation in this Contract shall be subject to the public records laws of the Participating
<br />Entity's state, and the provisions of the applicable Participating Addendum.
<br />34. CONFIDENTIALITY. Contractor shall comply with applicable laws with respect to
<br />confidentiality of all information, in whatever form, produced, prepared, observed or received by
<br />Page 12 of 19
<br />25K-14
|