Micro-Acquisition: Contractor to Own Copyright

This form is to be used where IP is being created under the Micro-Acquisition Program and the contractor will retain ownership of all IP rights. This form can NOT be used for any other acquisition.

In the agreement between _________________________ (Canada) and _________________________ (Contractor), for the provision of ______________________________ between the dates of _________________________ and _________________________, Canada acknowledges that all Intellectual Property rights in the foreground information will rest with the Contractor.

1. "Material" means anything that is created by the Contractor as part of the Work under the Contract, that is required by the Contract to be delivered to Canada and in which copyright subsists.

2. Copyright in the Material belongs to the Contractor. The Contractor makes the Material available to Canada as per the terms of the following open source license: ___________________________________

3. The Contractor represents and warrants that it has the right to grant licenses and any other rights to use the Foreground and Background Information. If the Intellectual Property Rights in any Foreground or Background Information are or will be owned by a subcontractor or any third party, the Contractor must have or obtain promptly a license from that subcontractor or third party that permits compliance.

Termination of the Contract

If the Contractor is in default in carrying out any of its obligations under the Contract, the Contracting Authority may, by giving written notice to the Contractor, terminate for default the Contract without making any payment to the Contractor.

At any time before the completion of the Work, the Contracting Authority may, by giving notice in writing to the Contractor, terminate for convenience the Contract. The Contractor will be compensated based on the percentage of the Work that has been completed.

The Contractor will have no claim for damages, compensation, loss of profit, allowance arising out of any termination notice given by Canada under this clause except to the extent that this clause expressly provides.

Signed,