Terms and conditions for the supply of consultancy of services to the council under a purchase order

6. Intellectual property

6.1 The Consultant shall not, in connection with the Contract, use, manufacture, supply or deliver any process, article, matter or thing, the use, manufacture, supply or delivery of which would be an infringement of the intellectual property rights of any third party.

6.2 The Consultant hereby assigns to the Council all existing and future intellectual property rights in the Services, and any and all materials embodying such rights, to the fullest extent permitted by law.

6.3 Insofar as the intellectual property rights referred to in clause 6.2 above do not vest in the Council automatically by operation of law, or under this Contract, the Consultant shall hold title in such rights and inventions on trust for the Council and shall take all steps necessary to affect the transfer of such rights to the Council at the Consultant’s cost.

6.4 The Consultant shall indemnify the Council against all actions, claims, demands, proceedings, damages, costs, charges and expenses which the Council may sustain, incur or be put to by reason or in consequence, directly or indirectly, of any breach of this provision (whether wilful or inadvertent), and against the payment of any royalties or other monies which the Council may have to make to any person or body entitled to intellectual property rights in respect of any process, matter, or thing used, manufactured, supplied or delivered by the Consultant in connection with the Contract.