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AFMN Community Grant Application with Assurances (GK203)17
<br />5. Liability
<br />Grantee agrees to indemnify and save and hold the State, its agents, and employees harmless from
<br />any and all claims or causes of action, including all attorneys’ fees incurred by the State arising from
<br />the performance of the award by Grantees, agents, or employees. This clause shall not be construed to
<br />bar any legal remedies Grantee may have for the State’s failure to fulfill its obligations pursuant to the
<br />award and subsequent awards.
<br />6. Intellectual Property Rights
<br />a. Definitions.Works means all inventions, improvements, discoveries (whether or not patentable or
<br />copyrightable), databases, computer programs, reports, notes, studies, photographs, negatives,
<br />designs, drawings, specifications, materials, tapes, and disks conceived, reduced to practice,
<br />created, or originated by Grantee, its employees, agents, and subcontractors, either individually or
<br />jointly with others in the performance of the grant. Works includes “Documents.” Documents are
<br />the originals of any data bases, computer programs, reports, notes, studies, photographs,
<br />negatives, designs, drawings, specifications, materials, tapes, disks, or other materials, whether in
<br />tangible or electronic forms, prepared by Grantee, its employees, agents, or subcontractors, in the
<br />performance of this grant.
<br />b. Ownership.State owns all rights, title, and interest in all of the intellectual property, including
<br />copyrights, patents, trade secrets, trademarks, and service marks in the Works and Documents
<br />created and paid for under this Grant. The Works and Documents will be the exclusive property of
<br />State and all such Works and Documents must be immediately returned to State by Grantee upon
<br />completion or cancellation of this grant. To the extent possible, those Works eligible for copyright
<br />protection under the United States Copyright Act will be deemed to be “works made for hire.” If
<br />using State data, Grantee must cite the data, or make clear by referencing that State is the source.
<br />c. Responsibilities
<br />i.Notice. Whenever any Works or Documents (whether or not patentable) are made or
<br />conceived for the first time or actually or constructively reduced to practice by Grantee,
<br />including its employees and subcontractors, and are created and paid for under this grant,
<br />Grantee will immediately give State’s Authorized Representative written notice thereof, and
<br />must promptly furnish the Authorized Representative with complete information and/or
<br />disclosure thereon. Grantee will assign all right, title, and interest it may have in the Works and
<br />the Documents to State.
<br />ii.Filing and recording of ownership interests. Grantee must, at the request of State,
<br />execute all papers and perform all other acts necessary to transfer or record State’s ownership
<br />interest in the Works and Documents created and paid for under this grant. Grantee must
<br />perform all acts and take all steps necessary to ensure that all intellectual property rights in
<br />these Works and Documents are the sole property of State, and that neither Grantee nor its
<br />employees, agents, or subcontractors retain any interest in and to these Works and Documents.
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