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MnDOT Agreement # 1002067
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<br />14.1. Government Data Practices. The Local Government and State must comply with the Minnesota
<br />Government Data Practices Act, Minn. Stat. Ch. 13, as it applies to all data provided by the State
<br />under this Master Contract and any work order contract, and as it applies to all data created,
<br />collected, received, stored, used, maintained, or disseminated by the Local Government under this
<br />Master Contract and any work order contract. The civil remedies of Minn. Stat. § 13.08 apply to
<br />the release of the data referred to in this clause by either the Local Government or the State.
<br />14.2. Intellectual Property Rights
<br />14.2.1. Intellectual Property Rights. The Requesting Party will own all rights, title, and interest in
<br />all of the intellectual property rights, including copyrights, patents, trade secrets,
<br />trademarks, and service marks in the Works and Documents created and paid for under
<br />work order contracts. Works means all inventions, improvements, discoveries (whether
<br />or not patentable), databases, computer programs, reports, notes, studies, photographs,
<br />negatives, designs, drawings, specifications, materials, tapes, and disks conceived,
<br />reduced to practice, created or originated by the Providing Party, its employees, agents,
<br />and subcontractors, either individually or jointly with others in the performance of this
<br />master contract or any work order contract. Works includes “Documents.” Documents
<br />are the originals of any databases, computer programs, reports, notes, studies,
<br />photographs, negatives, designs, drawings, specifications, materials, tapes, disks, or other
<br />materials, whether in tangible or electronic forms, prepared by the Providing Party, its
<br />employees, agents, or contractors, in the performance of a work order contract. The
<br />Documents will be the exclusive property of the Requesting Party and all such
<br />Documents must be immediately returned to the Requesting Party by the Providing Party
<br />upon completion or cancellation of the work order contract. To the extent possible, those
<br />Works eligible for copyright protection under the United States Copyright Act will be
<br />deemed to be “works made for hire.” The Providing Party Government assigns all right,
<br />title, and interest it may have in the Works and the Documents to the Requesting Party.
<br />The Providing Party must, at the request of the Requesting Party, execute all papers and
<br />perform all other acts necessary to transfer or record the Requesting Party’s ownership
<br />interest in the Works and Documents. Notwithstanding the foregoing, the Requesting
<br />Party grants the Providing Party an irrevocable and royalty-free license to use such
<br />intellectual property for its own non-commercial purposes, including dissemination to
<br />political subd.s of the state of Minnesota and to transportation-related agencies such as
<br />the American Association of State Highway and Transportation Officials.
<br />14.2.2. Obligations with Respect to Intellectual Property.
<br />14.2.2.1. Notification. Whenever any invention, improvement, or discovery (whether or
<br />not patentable) is made or conceived for the first time or actually or
<br />constructively reduced to practice by the Providing Party, including its
<br />employees and subcontractors, in the performance of the work order contract,
<br />the Providing Party will immediately give the Requesting Party’s Authorized
<br />Representative written notice thereof, and must promptly furnish the
<br />Authorized Representative with complete information and/or disclosure
<br />thereon.
<br />14.2.2.2. Representation. The Providing Party must perform all acts, and take all steps
<br />necessary to ensure that all intellectual property rights in the Works and
<br />Documents are the sole property of the Requesting Party, and that neither
<br />Providing Party nor its employees, agents or contractors retain any interest in
<br />and to the Works and Documents.
<br />15. Affirmative Action
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<br />CM Master Partnership Contract (CM Rev. 10/05/2015)
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