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EXCEPT AS PROVIDED BELOW, ANY AND ALL PATENT RIGHTS <br />ACCRUING UNDER OR IN CONNECTION WITH THE PERFORMANCE <br />OF THIS AGREEMENT ARE HEREBY RESERVED TO THE STATE OF <br />FLORIDA. ANY AND ALL COPYRIGHTS ACCRUING UNDER OR IN <br />CONNECTION WITH THE PERFORMANCE OF THIS AGREEMENT ARE <br />HEREBY TRANSFERRED BY THE RECIPIENT TO THE STATE OF <br />FLORIDA. <br />(a) If the Recipient has a pre-existing patent or copyright, the Recipient shall retain all rights <br />and entitlements to that pre-existing patent or copyright unless this Agreement provides otherwise. <br />(b) If any discovery or invention is developed in the course of or as a result of work or <br />services performed under this Agreement, or in any way connected with it, the Recipient shall refer the <br />discovery or invention to the Division for a determination whether the State of Florida will seek patent <br />protection in its name. Any patent rights accruing under or in connection with the performance of this <br />Agreement are reserved to the State of Florida. If any books, manuals, films, or other copyrightable <br />material are produced, the Recipient shall notify the Division. Any copyrights accruing under or in <br />connection with the performance under this Agreement are transferred by the Recipient to the State of <br />Florida. <br />(c) Within thirty (30) days of execution of this Agreement, the Recipient shall disclose all <br />intellectual properties relating to the performance of this Agreement that he or she knows or should know <br />could give rise to a patent or copyright. The Recipient shall retain all rights and entitlements to any pre- <br />existing intellectual property that is disclosed. Failure to disclose will indicate that no such property exists. <br />The Division shall then, under Paragraph (b), have the right to all patents and copyrights that accrue <br />during performance of this Agreement. <br />(d) If the Recipient qualifies as a state university under Florida law, then, pursuant to Section <br />1004.23, Florida Statutes, any invention conceived exclusively by the employees of the Recipient shall <br />become the sole property of the Recipient. In the case of joint inventions, that is inventions made jointly <br />by one or more employees of both parties hereto, each party shall have an equal, undivided interest in <br />and to such joint inventions. The Division shall retain a perpetual, irrevocable, fully paid, nonexclusive <br />license, for its use and the use of its contractors of any resulting patented, copyrighted or trademarked <br />work products, developed solely by the Recipient, under this Agreement, for Florida government <br />purposes. <br />(21) LEGAL AUTHORIZATION. <br />(a) The Recipient certifies that it has the legal authority to receive the funds under this <br />Agreement and that its governing body has authorized the execution and acceptance of this Agreement. <br />The Recipient also certifies that the undersigned person has the authority to legally execute and bind <br />Recipient to the terms of this Agreement. <br />16 <br />