|
ARTICLE 7 COPYRIGHTS AND LICENSES
<br />§ 7.1 The Architect and the Owner warrant that in transmitting Instruments of Service, or any other information, the
<br />transmitting party is the copyright owner of such information or has permission from the copyright owner to
<br />transmit such information for its use on the Project. If the Owner and Architect intend to transmit Instruments of
<br />Service or any other information or documentation in digital form, they shall endeavor to establish necessary
<br />protocols governing such transmissions.
<br />§ 7.2 The Architect and the Architect's consultants shall be deemed the authors and owners of their respective
<br />Instruments of Service, including the Drawings and Specifications, and shall retain all common law, statutory and
<br />other reserved rights, including copyrights. Submission or distribution of Instruments of Service to meet official
<br />regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication
<br />in derogation of the reserved rights of the Architect and the Architect's consultants.
<br />§ 7.3 Upon execution of this Agreement, the Architect grants to the Owner a nonexclusive license to use the
<br />Architect's Instruments of Service solely and exclusively for purposes of constructing, using, maintaining, altering
<br />and adding to the Project, provided that the Owner substantially performs its obligations, including prompt payment
<br />of all sums when due, under this Agreement. The Architect shall obtain similar nonexclusive licenses from the
<br />Architect's consultants consistent with this Agreement. The license granted under this section permits the Owner to
<br />authorize the Contractor, Subcontractors, Sub -subcontractors, and material or equipment suppliers, as well as the
<br />Owner's consultants and separate contractors, to reproduce applicable portions of the Instruments of Service solely
<br />and exclusively for use in performing services or construction for the Project. If the Architect rightfully terminates
<br />this Agreement for cause as provided in Section 9.4, the license granted in this Section 7.3 shall terminate.
<br />§ 7.3.1 In the event the Owner uses the Instruments of Service without retaining the author of the Instruments of
<br />Service, the Owner releases the Architect and Architect's consultant(s) from all claims and causes of action arising
<br />from such uses. The Owner, to the extent permitted by law, further agrees to indemnify and hold harmless the
<br />Architect and its consultants from all costs and expenses, including the cost of defense, related to claims and causes
<br />of action asserted by any third person or entity to the extent such costs and expenses arise from the Owner's use of
<br />the Instruments of Service under this Section 7.3.1. The terms of this Section 7.3.1 shall not apply if the Owner
<br />rightfully terminates this Agreement for cause under Section 9.4.
<br />§ 7.4 Except for the licenses granted in this Article 7, no other license or right shall be deemed granted or implied
<br />under this Agreement. The Owner shall not assign, delegate, sublicense, pledge or otherwise transfer any license
<br />granted herein to another party without the prior written agreement of the Architect. Any unauthorized use of the
<br />Instruments of Service shall be at the Owner's sole risk and without liability to the Architect and the Architect's
<br />consultants.
<br />ARTICLE 8 CLAIMS AND DISPUTES
<br />§ 8.1 GENERAL
<br />§ 8.1.1 The Owner and Architect shall commence all claims and causes of action, whether in contract, tort, or
<br />otherwise, against the other arising out of or related to this Agreement in accordance with the requirements of the
<br />method of binding dispute resolution selected in this Agreement within the period specified by applicable law, but in
<br />r n r e t> e a to c c..> ti i Teti r.1 e lx/ v Tthe Owner and Architect
<br />waive all claims and causes of action not commenced in accordance with this Section 8.1.1.
<br />§ 8.1.2 To the extent damages are covered by property insurance, the Owner and Architect waive all rights against
<br />each other and against the contractors, consultants, agents and employees of the other for damages, except such
<br />rights as they may have to the proceeds of such insurance as set forth in AIA Document A201-2007, General
<br />Conditions of the Contract for Construction. The Owner or the Architect, as appropriate, shall require of the
<br />contractors, consultants, agents and employees of any of them similar waivers in favor of the other parties
<br />enumerated herein.
<br />5 7i1.1 Thi t1Y ihriteet-and-OwitiEwrii7111m iquential damag1r iia 111;118eC, disputes or other matters in que Lion
<br />arising out of or relating to this Agreement. This muIrcr2 1"111:' it it ,, i li i rh l i, r.-it'
<br />damages due t either parry's terminati n f this Areement, except as specifinally 1 _ _aca W 9 ccti n 9.7.
<br />AIA Document 5101.' - 2007 (formerly 5151^' - 1997). Copyright ® 1974, 1978, 1987, 1997 and 2007 by The American Institute of Architects.
<br />All rights reserved. WARNING: This AIA® Document is protected by U.S. Copyright Law and International Treaties. Unauthorized reproduction 12
<br />r distribution of this AIA® Document, orany portion of it, may result incivil and criminal penalties, and will be prosecuted to
<br />the maximumextent possible under the law. This draft was produced by AIA software at 10:02:21 son 12/17/2007 under Order No.1000305200_1
<br />which expires on 6/14/2008, and is not for resale.
<br />User Notes: (434271
<br />448)
<br />
|