Common use of License and Use of the Work Product Clause in Contracts

License and Use of the Work Product. Subject to Section 10.1D, Owner shall be entitled to use the Work Product and Contractor hereby grants Owner a fully-paid up, irrevocable (subject to Section 10.1E), non-exclusive and royalty-free license and sublicense to use the Work Product and the Intellectual Property embedded in the Work Product and (subject to Section 10.1C) modify the Work Product, in each case solely for the purpose of: (i) operating and maintaining the Phase 2 Liquefaction Facility, (ii) training operators for the Phase 2 Liquefaction Facility; (iii) repairing, replacing, expanding, completing or modifying any part of the Phase 2 Liquefaction Facility (provided that such repair, replacement, expansion, completion or modification shall not include the addition of additional liquefaction plants (e.g., plants other than LNG Plant 3)), and (iv) to modify, improve, adapt, copy, and prepare derivative work from the Work Product for use in connection with the Phase 2 Liquefaction Facility for the purposes specified in clauses (i) through (iii) above. Owner shall be entitled to assign its rights in the Work Product and in such license and sublicense; provided that such assignee shall only be entitled to use the Work Product and Intellectual Property which is embedded in the Work Product for the purposes specified in clauses (i) through (iv) above, which license and sublicense shall in all respects remain limited by and subject to the terms of this Agreement and as agreed to in writing by Owner and any such assignees. Notwithstanding anything to the contrary in this Agreement, no license is granted to Owner with respect to the use of any of Contractor’s proprietary software or systems, except to the extent such software or systems are incorporated into the Phase 2 Liquefaction Facility.

License and Use of the Work Product. Subject to Section 10.1D, Owner shall be entitled to use the Work Product and Contractor hereby grants Owner a fully-paid up, irrevocable (subject to Section 10.1E), non-exclusive and royalty-free license and sublicense to use the Work Product and the Intellectual Property embedded in the Work Product and (subject to Section 10.1C) modify the Work Product, in each case solely for the purpose of: (i) operating and maintaining the Phase 2 3 Liquefaction Facility, (ii) training operators for the Phase 2 3 Liquefaction Facility; (iii) repairing, replacing, expanding, completing or modifying any part of the Phase 2 3 Liquefaction Facility (provided that such repair, replacement, expansion, completion or modification shall not include the addition of additional liquefaction plants (e.g., plants other than LNG Plant 34)), and (iv) to modify, improve, adapt, copy, and prepare derivative work from the Work Product for use in connection with the Phase 2 3 Liquefaction Facility for the purposes specified in clauses (i) through (iii) above. Owner shall be entitled to assign its rights in the Work Product and in such license and sublicense; provided that such assignee shall only be entitled to use the Work Product and Intellectual Property which is embedded in the Work Product for the purposes specified in clauses (i) through (iv) above, which license and sublicense shall in all respects remain limited by and subject to the terms of this Agreement and as agreed to in writing by Owner and any such assignees. Notwithstanding anything to the contrary in this Agreement, no license is granted to Owner with respect to the use of any of Contractor’s proprietary software or systems, except to the extent such software or systems are incorporated into the Phase 2 3 Liquefaction Facility.

License and Use of the Work Product. Subject to Section 10.1D, Owner shall be entitled to use the Work Product and Contractor hereby grants Owner a fully-paid up, irrevocable (subject to Section 10.1E), non-exclusive and royalty-free license and sublicense to use the Work Product and the Intellectual Property embedded in the Work Product and (subject to Section 10.1C) modify the Work Product, in each case solely for the purpose of: (i) operating and maintaining the Phase 2 1 Liquefaction Facility, (ii) training operators for the Phase 2 1 Liquefaction Facility; (iii) repairing, replacing, expanding, completing or modifying any part of the Phase 2 1 Liquefaction Facility (provided that such repair, replacement, expansion, completion or modification shall not include the addition of additional liquefaction plants (e.g., plants other than LNG Plant 31 or LNG Plant 2)), and (iv) to modify, improve, adapt, copy, and prepare derivative work from the Work Product for use in connection with the Phase 2 1 Liquefaction Facility for the purposes specified in clauses (i) through (iii) above. Owner shall be entitled to assign its rights in the Work Product and in such license and sublicense; provided that such assignee shall only be entitled to use the Work Product and Intellectual Property which is embedded in the Work Product for the purposes specified in clauses (i) through (iv) above, which license and sublicense shall in all respects remain limited by and subject to the terms of this Agreement and as agreed to in writing by Owner and any such assignees. Notwithstanding anything to the contrary in this Agreement, no license is granted to Owner with respect to the use of any of Contractor’s proprietary software or systems, except to the extent such software or systems are incorporated into the Phase 2 1 Liquefaction Facility.

License and Use of the Work Product. Subject to Section 10.1D, Owner shall be entitled to use the Work Product and Contractor hereby grants Owner a fully-paid up, irrevocable (subject to Section 10.1E), non-exclusive and royalty-free license and sublicense to use the Work Product and the Intellectual Property embedded in the Work Product and (subject to Section 10.1C) modify the Work Product, in each case solely for the purpose of: (i) operating and maintaining the Phase 2 4 Liquefaction Facility, (ii) training operators for the Phase 2 4 Liquefaction Facility; (iii) repairing, replacing, expanding, completing or modifying any part of the Phase 2 4 Liquefaction Facility (provided that such repair, replacement, expansion, completion or modification shall not include the addition of additional liquefaction plants (e.g., plants other than LNG Plant 35)), and (iv) to modify, improve, adapt, copy, and prepare derivative work from the Work Product for use in connection with the Phase 2 4 Liquefaction Facility for the purposes specified in clauses (i) through (iii) above. Owner shall be entitled to assign its rights in the Work Product and in such license and sublicense; provided that such assignee shall only be entitled to use the Work Product and Intellectual Property which is embedded in the Work Product for the purposes specified in clauses (i) through (iv) above, which license and sublicense shall in all respects remain limited by and subject to the terms of this Agreement and as agreed to in writing by Owner and any such assignees. Notwithstanding anything to the contrary in this Agreement, no license is granted to Owner with respect to the use of any of Contractor’s proprietary software or systems, except to the extent such software or systems are incorporated into the Phase 2 4 Liquefaction Facility.