Common use of DATA AND INTELLECTUAL PROPERTY RIGHTS Clause in Contracts

DATA AND INTELLECTUAL PROPERTY RIGHTS. 10.1 Supplier will not obtain any ownership of the Buyer Data which, as between Supplier and the Buyer, shall remain the Buyer's property at all times. 10.2 By submitting Buyer Data to Supplier as part of its use of the Service, the Buyer grants to Supplier a sub-licensable, non-transferable, non-exclusive, perpetual, irrevocable, royalty-free licence to host, store, reproduce, adapt, modify, use, translate, extract data from, perform, display and distribute such Buyer Data in order, without limitation, to (i) provide the Services to Buyer under the Call-Off Contract; and (ii) aggregate the Buyer Data with, and to incorporate the Buyer Data into, its own data and/or third party data and that aggregated data then combined with or incorporating the Buyer Data ("Aggregated Data"). 10.3 The Aggregated Data shall belong to and be vested in Supplier absolutely and Supplier shall have the right to provide and/or distribute the Aggregated Data to third parties independently of any Call-Off Contract, including (without limitation) the right to: (i) use the publish roadworks, traffic management interventions and related information to interested parties and the general public; and (ii) disseminate roadworks and related information via third party channels for professional and non-professional use. 10.4 The Buyer shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Buyer Data. Supplier is not required to verify the Buyer Data supplied by Buyer. 10.5 Buyer must maintain regular backups of the Buyer Data. 10.6 In the event of any loss of or damage to the Buyer Data, the Buyer's sole and exclusive remedy shall be for Supplier to use its reasonable endeavours to restore the lost or damaged Buyer Data from the latest available back-up of such Buyer Data. Supplier shall not be responsible for any loss, destruction, alteration or disclosure of Buyer Data caused by any third party (including any third party remote hosting service provider). 10.7 The Buyer consents to the sharing of the Buyer Data and the Buyer Personal Data with the third parties specified in the Services Addendum or Order Form. 10.8 On the expiry or termination of the Call-Off Contract the provision of the Services and all rights to access, receive and use the Services shall cease and the Buyer shall immediately delete or remove the Software and any Aggregated Data from all computer equipment and electronic devices including storage devices in its possession and certify to Supplier that it has done so. 10.9 Except as explicitly stated in an Order Form, the Services do not include the provision of any Project Specific IPRs.

DATA AND INTELLECTUAL PROPERTY RIGHTS. 10.1 Supplier will not obtain any ownership of the Buyer Data which, as between Supplier and the Buyer, shall remain the Buyer's property at all times. 10.2 By submitting Buyer Data to Supplier as part of its use of the Service, the Buyer grants to Supplier a subroyalty free, non-licensableexclusive, non-transferable, non-exclusive, perpetual, irrevocable, royalty-free licence to host, store, reproduce, adapt, modify, use, translate, extract data from, perform, display and distribute such the Buyer Data in order, without limitation, order to (i) provide the Services to Buyer under the Call-Off Contract; and (ii) aggregate . Where the Services include the creation or provision of Buyer Data withthat by its nature is intended to be publicly disseminated or accessible (either by itself or as part of an aggregation) then Buyer requests, and to incorporate as part of the Services, that Supplier disseminates, makes available and/or creates that Buyer Data into, its own data and/or third party data and that aggregated data then combined with or incorporating the Buyer Aggregated Data ("Aggregated Data"as applicable). 10.3 The Without prejudice to any Buyer Data (which shall continue to be owned by Xxxxx, as set out in 10.1 above) any Aggregated Data shall belong to and be vested in Supplier absolutely and Supplier shall have the right to provide and/or distribute the Aggregated Data to third parties independently of any Call-Off Contract, including (without limitation) the right to: (i) use the publish roadworks, traffic management interventions and related information to interested parties and the general public; and (ii) disseminate roadworks and related information via third party channels for professional and non-professional use. 10.4 The Buyer shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Buyer Data. Supplier is not required to verify the Buyer Data supplied by Buyer. 10.5 Buyer must maintain regular backups of the Buyer Data. 10.6 In the event of any loss of or damage to the Buyer Data, the Buyer's sole and exclusive remedy shall be for Supplier to use its reasonable endeavours to restore the lost or damaged Buyer Data from the latest available back-up of such Buyer Data. Supplier shall not be responsible for any loss, destruction, alteration or disclosure of Buyer Data caused by any third party (including any third party remote hosting service provider). 10.7 The Buyer consents to the sharing of the Buyer Data and the Buyer Personal Data with the third parties specified in the Services Addendum or Order Form. 10.8 On the expiry or termination of the Call-Off Contract the provision of the Services and all rights to access, receive and use the Services shall cease and the Buyer shall immediately delete or remove the Software and any Aggregated Data from all computer equipment and electronic devices including storage devices in its possession and certify to Supplier that it has done so. 10.9 Except as explicitly stated in an Order Form, the Services do not include the provision of any Project Specific IPRs.

DATA AND INTELLECTUAL PROPERTY RIGHTS. 10.1 Supplier will not obtain any ownership of the Buyer Data which, as between Supplier and the Buyer, shall remain the Buyer's property at all times. 10.2 By submitting Buyer Data to Supplier as part of its use of the Service, the Buyer grants to Supplier a subroyalty free, non-licensableexclusive, non-transferable, non-exclusive, perpetual, irrevocable, royalty-free licence to host, store, reproduce, adapt, modify, use, translate, extract data from, perform, display and distribute such the Buyer Data in order, without limitation, order to (i) provide the Services to Buyer under the Call-Off Contract; and (ii) aggregate . Where the Services include the creation or provision of Buyer Data withthat by its nature is intended to be publicly disseminated or accessible (either by itself or as part of an aggregation) then Buyer requests, and to incorporate as part of the Services, that Supplier disseminates, makes available and/or creates that Buyer Data into, its own data and/or third party data and that aggregated data then combined with or incorporating the Buyer Aggregated Data ("Aggregated Data"as applicable). 10.3 The Without prejudice to any Buyer Data (which shall continue to be owned by Buyer, as set out in 10.1 above) any Aggregated Data shall belong to and be vested in Supplier absolutely and Supplier shall have the right to provide and/or distribute the Aggregated Data to third parties independently of any Call-Off Contract, including (without limitation) the right to: (i) use the publish roadworks, traffic management interventions and related information to interested parties and the general public; and (ii) disseminate roadworks and related information via third party channels for professional and non-professional use. 10.4 The Buyer shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the Buyer Data. Supplier is not required to verify the Buyer Data supplied by Buyer. 10.5 Buyer must maintain regular backups of the Buyer Data. 10.6 In the event of any loss of or damage to the Buyer Data, the Buyer's sole and exclusive remedy shall be for Supplier to use its reasonable endeavours to restore the lost or damaged Buyer Data from the latest available back-up of such Buyer Data. Supplier shall not be responsible for any loss, destruction, alteration or disclosure of Buyer Data caused by any third party (including any third party remote hosting service provider). 10.7 The Buyer consents to the sharing of the Buyer Data and the Buyer Personal Data with the third parties specified in the Services Addendum or Order Form. 10.8 On the expiry or termination of the Call-Off Contract the provision of the Services and all rights to access, receive and use the Services shall cease and the Buyer shall immediately delete or remove the Software and any Aggregated Data from all computer equipment and electronic devices including storage devices in its possession and certify to Supplier that it has done so. 10.9 Except as explicitly stated in an Order Form, the Services do not include the provision of any Project Specific IPRs.