2007-150 Resolution - Laserfiche WebLink

Home Browse Search

? 12. OWNERSHIP: ? A. Any and all written, electronic, or multimedia documents, presentations, reports, studies, deliverables, and/or software developed under this Agreement (hereinafter referred to under this Section as "Deliverables") shall become the property of the ODPS. The ODPS, and any person, agency, or instrumentality providing financial assistance for the work performed under this Agreement shall have an unrestricted right to reproduce, distribute, modify, maintain, and use the Deliverables. The Independent Contractor shall not obtain copyright, patent, or other proprietary protection for the Deliverables without the written approval of the ODPS, except that the Independent Contractor shall reserve its rights in all methods, pre-existing work, software, and data used to prepare the Deliverables. The Independent Contractor shall not include in any Deliverables any copyrighted matter, unless the copyright owner and any person, agency, or instrumentality providing financial assistance for the work performed under this Agreement gives prior written approval to use such copyrighted matter in the manner provided under this Agreement. The Independent Contractor must identify in writing, prior to the start of work under this Agreement, any and all proprietary, copyrighted, and/or patented materials it intends to use. B. The Independent Contractor agrees that all Deliverables may be made freely available to the general public to the extent required by taw. C. This Section shall survive the termination of this Agreement and may be enforced by the ODPS in any court of competent jurisdiction. 13. AVAILABILITY OF FUNDS: The obligations of the ODPS under this Agreement are subject to the determination by the Director of Budget and Management that sufficient funds have been appropriated by the General Assembly to the ODPS for the purposes of this Agreement and to the certification of the availability of such funds by the Director as required by O.R.C. Section 126.07. The ODPS may suspend or terminate this Agreement if the General Assembly fails to appropriate funds or if federal grant funds are not available for any part of the work under this Agreement. 14. AUDITOR RECOVERY FINDING - O.R.C. Section 9.24: The Independent Contractor affirmatively represents and warrants to the ODPS that it is not subject to a finding for recovery under O.R.C. Section 9.24, or that it has taken the appropriate remedial steps required under O.R.C. Section 924 or otherwise qualifies under that section. The Independent Contractar agrees that if this representation and warranty is deemed to be false, the Agreement shall be void ab initio as between the parties to this Agreement, and any funds paid by the ODPS hereunder shall be immediately repaid to the ODPS, or an action for recovery may be immediately commenced by the ODPS for recovery of said funds. 15. CONSTRUCTION: This Agreement shall be considered, interpreted, and the rights of the parties determined according to Ohio law. If any provision under this Agreement is later determined to be invalid or unenforceable, the remainder of this Agreement shall not be affected by such determination. 16. SUSPENSION AND TERMINATION: A. The Independent Contractor or the ODPS may suspend or ternunate this Agreement, with or without cause, by providing thirty (30) days written notice to the other party. B. Any violations or breach of the terms stated herein, by the Independent Contractor, shall 4 of 8