AG 2002 01 28 (Regular) - Laserfiche WebLink

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I I I I I I I I I I I I I I I I '1 I ! NCSU SUB CONTRA CT Pi 2 001-1748-2 7 XX, ARBITRATION: No arbitration proceedings will be .used to resolve any disputes'that arise as a result of this Agreement. XXI. MODIFICATION: No waiver, alteration or modification of any of the provisions of this Agreement shall be binding unless mutually agreed upon between NCSU and SUBCONTRACTOR. Any such changes must be expressed in written amendments to this Agreement, and must be signed by the authorized representatives of each o~ the.parties. XXII. ASSIGNMENT: Neither this Agreement nor any right, remedy, obligation or liability arising hereunder or by reason hereof shall be assignable by SUBCONTRACTOR without the prior written consent of NCSU. XXIII. INVENTIONS: Any invention or discovery to be made or conceived in the performance of the Research (hereinafter called "INVENTION"), or any patent to be granted on such INVENTION shall'be jointly or individually owned by SUBCONTRACTOR and/or NCSU in accordance with the following criteria: (i) Title to any INVENTION made or conceived jointly by employees of both SUBCONTRACTOR and NCSU in the performance of the Research (hereinafter called "JO!NTINVENTION") shall vest jointly in'NCSU and SUBCONTRACTOR. (ii) Title to any INVENTION made or conceived solely by employees of either SUBCONTRACTOR or NCSU in the perfonr~ance of the Research shall vest in the party who made or conceived such INVENTION or discovery. XXIV. SEVERABILITY: This Agreement is binding upon and shall inure to the benefit of the parties hereto, their representatives, successors and assigns. No failure or successive failures on the part of either party, its successors or assigns, to enforce any covenant or agreement, and no waiver or successive waivers on its or their part of any condition of this Agreement, shall operate as a discharge of such covenant, agreement, or condition, or render the same invalid, or impair the right of either party, its successors or assigns, to ,enforce the same in the event of any subsequent breach or breaches by SUBCONTRACTOR, its successors or assigns. Prepared by: SPARCS/tbw Fbw / f-sub09200 hnm.doc)