**1852.227-11 Patent Rights\--Retention by the Contractor (Short
Form).**

As prescribed at 1827.303-70(a), modify the clause at [**FAR
52.227-11**](http://www.arnet.gov/far/current/html/52_227.html#1046581)
by adding the following subparagraph (5) to paragraph (c) of the basic
clause; adding the following subparagraph (5) to paragraph (f); and
using the following subparagraph (2) in lieu of subparagraph (g)(2) of
the basic clause:

(c)(5) The Contractor may use whatever format is convenient to disclose
subject inventions required in subparagraph (c)(1). NASA prefers that
the contractor use either the electronic or paper version of NASA Form
1679, Disclosure of Invention and New Technology (Including Software) to
disclose subject inventions. Both the electronic and paper versions of
NASA Form 1679 may be accessed at the electronic New Technology
Reporting Web site http://invention.nasa.gov.

**(End of addition)**

(f)(5) The Contractor shall provide the Contracting Officer the
following:

\(i\) A listing every 12 months (or such longer period as the
Contracting Officer may specify) from the date of the contract, of all
subject inventions required to be disclosed during the period.

\(ii\) A final report prior to closeout of the contract listing all
subject inventions or certifying that there were none.

\(iii\) Upon request, the filing date, serial number and title, a copy
of the patent application, and patent number and issue date for any
subject invention in any country in which the contractor has applied for
patents.

\(iv\) An irrevocable power to inspect and make copies of the patent
application file, by the Government, when a Federal Government employee
is a coinventor.

**(End of addition)**

(g)(2) The Contractor shall include the clause in the NASA FAR
Supplement at 1852.227-70, New Technology, suitably modified to identify
the parties, in all subcontracts, regardless of tier, for experimental,
developmental, research, design, or engineering work to be performed by
other than a small business firm or nonprofit organization.

**(End of substitution)**

**1852.227-14 Rights In Data\--General.**

As prescribed in 1827.409(a), add the following subparagraph (3) to
paragraph (d) of the basic clause at [**FAR
52.227-14**](http://www.arnet.gov/far/current/html/52_227.html#1046766):

(3)(i) The Contractor agrees not to estab­lish claim to copyright,
publish or release to others any computer soft­ware first pro­duced in the
performance of this contract without the Contracting Officer\'s prior
written permission.

\(ii\) If the Government desires to obtain copyright in computer
soft­ware first pro­duced in the performance of this con­tract and
permission has not been granted as set forth in paragraph (d)(3)(i) of
this clause, the Contracting Officer may direct the contractor to
assert, or authorize the asser­tion of, claim to copyright in such data
and to assign, or obtain the assignment of, such copyright to the
Government or its desig­nated assignee.

\(iii\) Whenever the word \"establish\" is used in this clause, with
reference to a claim to copyright, it shall be con­strued to mean
\"assert\".

**(End of addition)**

**1852.227-17 Rights in Data\--Special Works**

As prescribed in 1827.409(i), add the following paragraph (f) to the
basic clause at [**FAR
52.227-17**](http://www.arnet.gov/far/current/html/52_227.html#1046864):

\(f\) Whenever the words \"establish\" and \"establishment\" are used in
this clause, with reference to a claim to copyright, they shall be
construed to mean \"assert\" and \"asser­tion\", respective­ly.

**(End of addition)**

**1852.227-19 Commercial Computer** **Software\--Restricted Rights.**

\(a\) As prescribed in 1827.409(k)(i), add the following paragraph (e)
to the basic clause at [**FAR
52.227-19**](http://www.arnet.gov/far/current/html/52_227.html#1046887):

\(e\) For the purposes of receiving updates, correction notices,
consultation information, or other similar information regarding any
computer software delivered under this contract/purchase order, the NASA
Contracting Officer or the NASA Contracting Officer\'s Technical
Representative/User may sign any vendor-supplied agreements,
registration forms, or cards and return them directly to the vendor;
however, such signing shall not alter any of the rights or obligations
of either NASA or the vendor set forth in this clause or elsewhere in
this contract/purchase order.

**(End of addition)**

\(b\) As prescribed in 1827.409(k)(ii), add the following paragraph (f)
to the basic clause at [**FAR
52.227-19**](http://www.arnet.gov/far/current/html/52_227.html#1046887):

\(f\) Subject to paragraphs (a) through (e) above, those applicable
portions of the Contractor\'s standard commercial license or lease
agreement pertaining to any computer software delivered under this
purchase order/contract that are consistent with Federal laws, standard
industry practices, and the Federal Acquisition Regulation (FAR) shall
be incorporated into and made part of this purchase order/contract.

**(End of addition)**

**1852.227-70** **New** **Technology.**

As prescribed in 1827.303-70(b), insert the following clause:

**NEW TECHNOLOGY**

**(MAY 2002)**

\(a\) **Definitions.**

**\"Administrator,\"** as used in this clause, means the Administrator
of the National Aeronautics and Space Administration (NASA) or duly
authorized representative.

**\"Contract,\"** as used in this clause, means any actual or proposed
contract, agreement, understanding, or other arrangement, and includes
any assignment, substitution of parties, or subcontract executed or
entered into thereunder.

**\"Made,\"** as used in this clause, means conception or first actual
reduction to practice; [provided]{.underline}, that in the case of a
variety of plant, the date of determination (as defined in Section 41(d)
of the Plant Variety Protection Act, 7 U.S.C. 2401(d)) must also occur
during the period of contract performance.

**\"Nonprofit organization,\"** as used in this clause, means a domestic
university or other institution of higher education or an organization
of the type described in section 501(c)(3) of the Internal Revenue Code
of 1954 (26 U.S.C. 501(c)) and exempt from taxation under section 501(a)
of the Internal Revenue Code (26 U.S.C. 501(a)), or any domestic
nonprofit scientific or educational organization qualified under a State
nonprofit organization statute.

**\"Practical application,\"** as used in this clause, means to
manufacture, in the case of a composition or product; to practice, in
the case of a process or method; or to operate, in case of a machine or
system; and, in each case, under such conditions as to establish that
the invention is being utilized and that its benefits are, to the extent
permitted by law or Government regulations, available to the public on
reasonable terms.

**\"Reportable item,\"** as used in this clause, means any invention,
discovery, improvement, or innovation of the contractor, whether or not
patentable or otherwise protectible under Title 35 of the United States
Code, made in the performance of any work under any NASA contract or in
the performance of any work that is reimbursable under any clause in any
NASA contract providing for reimbursement of costs incurred before the
effective date of the contract. Reportable items include, but are not
limited to, new processes, machines, manufactures, and compositions of
matter, and improvements to, or new applications of, existing processes,
machines, manufactures, and compositions of matter. Reportable items
also include new computer programs, and improvements to, or new
applications of, existing computer programs, whether or not
copyrightable or otherwise protectible under Title 17 of the United
States Code.

**\"Small business firm,\"** as used in this clause, means a domestic
small business concern as defined at 15 U.S.C. 632 and implementing
regulations of the Administrator of the Small Business Administration.
(For the purpose of this definition, the size standard contained in 13
CFR 121.3-8 for small business contractors and in 13 CFR 121.3-12 for
small business subcontractors will be used.)

**\"Subject invention,\"** as used in this clause, means any reportable
item which is or may be patentable or otherwise protectible under Title
35 of the United States Code, or any novel variety of plant that is or
may be protectible under the Plant Variety Protection Act (7 U.S.C.
2321, [et]{.underline} [seq]{.underline}.).

\(b\) **Allocation** **of** **principal** **rights.**

\(1\) ***Presumption** **of title.***

\(i\) Any reportable item that the Administrator considers to be a
subject invention shall be presumed to have been made in the manner
specified in paragraph (1) or (2) of Section 305(a) of the National
Aeronautics and Space Act of 1958 (42 U.S.C. 2457(a)) (hereinafter
called \"the Act\"), and the above presumption shall be conclusive
unless at the time of reporting the reportable item the Contractor
submits to the Contracting Officer a written statement, containing
supporting details, demonstrating that the reportable item was not made
in the manner specified in paragraph (1) or (2) of Section 305(a) of the
Act.

\(ii\) Regardless of whether title to a given subject invention would
otherwise be subject to an advance waiver or is the subject of a
petition for waiver, the Contractor may nevertheless file the statement
described in paragraph (b)(1)(i) of this clause. The Administrator will
review the information furnished by the Contractor in any such statement
and any other available information relating to the circumstances
surrounding the making of the subject invention and will notify the
Contractor whether the Administrator has determined that the subject
invention was made in the manner specified in paragraph (1) or (2) of
Section 305(a) of the Act.

\(2\) ***Property** **rights** **in** **subject inventions. *** Each
subject invention for which the presumption of paragraph (b)(1)(i) of
this clause is conclusive or for which there has been a determination
that it was made in the manner specified in paragraph (1) or (2) of
Section 305(a) of the Act shall be the exclusive property of the United
States as represented by NASA unless the Administrator waives all or any
part of the rights of the United States, as provided in paragraph (b)(3)
of this clause.

\(3\) ***Waiver** **of rights.***

\(i\) Section 305(f) of the Act provides for the promulgation of
regulations by which the Administrator may waive the rights of the
United States with respect to any invention or class of inventions made
or that may be made under conditions specified in paragraph (1) or (2)
of Section 305(a) of the Act. The promulgated NASA Patent Waiver
Regulations, 14 CFR Section 1245, Subpart 1, have adopted the
Presidential Memorandum on Government Patent Policy of February 18,
1983, as a guide in acting on petitions (requests) for such waiver of
rights.

\(ii\) As provided in 14 CFR 1245, Subpart 1, Contractors may petition,
either prior to execution of the contract or within 30 days after
execution of the contract, for advance waiver of rights to any or all of
the inventions that may be made under a contract. If such a petition is
not submitted, or if after submission it is denied, the Contractor (or
an employee inventor of the Contractor) may petition for waiver of
rights to an identified subject invention within eight months of first
disclosure of invention in accordance with paragraph (e)(2) of this
clause, or within such longer period as may be authorized in accordance
with 14 CFR 1245.105.

\(c\) **Minimum** **rights** **reserved** **by** **the** **Government.**

(1)  With respect to each subject invention for which a waiver of rights
is applicable in accordance with 14 CFR Section 1245, Subpart 1, the
Government reserves\--

\(i\) An irrevocable, nonexclusive, nontransferable, royalty-free
license for the practice of such invention throughout the world by or on
behalf of the United States or any foreign government in accordance with
any treaty or agreement with the United States; and

\(ii\) Such other rights as stated in 14 CFR 1245.107.

(2)  Nothing contained in this paragraph (c) shall be considered to
grant to the Government any rights with respect to any invention other
than a subject invention.

\(d\) **Minimum** **rights** **to** **the** **Contractor.**

\(1\) The Contractor is hereby granted a revocable, nonexclusive,
royalty-free license in each patent application filed in any country on
a subject invention and any resulting patent in which the Government
acquires title, unless the Contractor fails to disclose the subject
invention within the times specified in paragraph (e)(2) of this clause.
The Contractor\'s license extends to its domestic subsidiaries and
affiliates, if any, within the corporate structure of which the
Contractor is a party and includes the right to grant sublicenses of the
same scope to the extent the Contractor was legally obligated to do so
at the time the contract was awarded. The license is transferable only
with the approval of the Administrator except when transferred to the
successor of that part of the Contractor\'s business to which the
invention pertains.

(2)  The Contractor\'s domestic license may be revoked or modified by
the Administrator to the extent necessary to achieve expeditious
practical application of the subject invention pursuant to an
application for an exclusive license submitted in accordance with 37 CFR
Part 404, Licensing of Government Owned Inventions. This license will
not be revoked in that field of use or the geographical areas in which
the Contractor has achieved practical application and continues to make
the benefits of the invention reasonably accessible to the public. The
license in any foreign country may be revoked or modified at the
discretion of the Administrator to the extent the Contractor, its
licensees, or its domestic subsidiaries or affiliates have failed to
achieve practical application in that foreign country.

\(3\) Before revocation or modification of the license, the Contractor
will be provided a written notice of the Administrator\'s intention to
revoke or modify the license, and the Contractor will be allowed 30 days
(or such other time as may be authorized by the Administrator for good
cause shown by the Contractor) after the notice to show cause why the
license should not be revoked or modified. The Contractor has the right
to appeal to the Administrator any decision concerning the revocation or
modification of its license.

\(e\) **Invention** **identification,** **disclosures,** **and**
**reports.**

\(1\) The Contractor shall establish and maintain active and effective
procedures to assure that reportable items are promptly identified and
disclosed to Contractor personnel responsible for the administration of
this New Technology clause within six months of conception and/or first
actual reduction to practice, whichever occurs first in the performance
of work under this contract. These procedures shall include the
maintenance of laboratory notebooks or equivalent records and other
records as are reasonably necessary to document the conception and/or
the first actual reduction to practice of the reportable items, and
records that show that the procedures for identifying and disclosing
reportable items are followed. Upon request, the Contractor shall
furnish the Contracting Officer a description of such procedures for
evaluation and for determination as to their effectiveness.

\(2\) The Contractor will disclose each reportable item to the
Contracting Officer within two months after the inventor discloses it in
writing to Contractor personnel responsible for the administration of
this New Technology clause or, if earlier, within six months after the
Contractor becomes aware that a reportable item has been made, but in
any event for subject inventions before any on sale, public use, or
publication of such invention known to the Contractor. The disclosure to
the agency shall be in the form of a written report and shall identify
the contract under which the reportable item was made and the
inventor(s) or innovator(s). It shall be sufficiently complete in
technical detail to convey a clear understanding, to the extent known at
the time of the disclosure, of the nature, purpose, operation, and
physical, chemical, biological, or electrical characteristics of the
reportable item. The disclosure shall also identify any publication, on
sale, or public use of any subject invention and whether a manuscript
describing such invention has been submitted for publication and, if so,
whether it has been accepted for publication at the time of disclosure.
In addition, after disclosure to the agency, the Contractor will
promptly notify the agency of the acceptance of any manuscript
describing a subject invention for publication or of any on sale or
public use planned by the Contractor for such invention.

> \(3\) The Contractor may use whatever format is convenient to disclose
> reportable items required in subparagraph (e)(2). NASA prefers that
> the Contractor use either the electronic or paper version of NASA Form
> 1679, Disclosure of Invention and New Technology (Including Software)
> to disclose reportable items. Both the electronic and paper versions
> of NASA Form 1679 may be accessed at the electronic New Technology
> Reporting Web site http://invention.nasa.gov.

(4) The Contractor shall furnish the Contracting Officer the following:

\(i\) Interim reports every 12 months (or such longer period as may be
specified by the Contracting Officer) from the date of the contract,
listing reportable items during that period, and certifying that all
reportable items have been disclosed (or that there are no such
inventions) and that the procedures required by paragraph (e)(1) of this
clause have been followed.

\(ii\) A final report, within 3 months after completion of the
contracted work, listing all reportable items or certifying that there
were no such reportable items, and listing all subcontracts at any tier
containing a patent rights clause or certifying that there were no such
subcontracts.

\(5\) The Contractor agrees, upon written request of the Contracting
Officer, to furnish additional technical and other information available
to the Contractor as is necessary for the preparation of a patent
application on a subject invention and for the prosecution of the patent
application, and to execute all papers necessary to file patent
applications on subject inventions and to establish the Government\'s
rights in the subject inventions.

\(6\) The Contractor agrees, subject to paragraph 27.302(i), of the
Federal Acquisition Regulation (FAR), that the Government may duplicate
and disclose subject invention disclosures and all other reports and
papers furnished or required to be furnished pursuant to this clause.

\(f\) **Examination** **of** **records** **relating** **to**
**inventions.**

\(1\) The Contracting Officer or any authorized representative shall,
until 3 years after final payment under this contract, have the right to
examine any books (including laboratory notebooks), records, and
documents of the Contractor relating to the conception or first actual
reduction to practice of inventions in the same field of technology as
the work under this contract to determine whether\--

\(i\) Any such inventions are subject inventions;

\(ii\) The Contractor has established and maintained the procedures
required by paragraph (e)(1) of this clause; and

\(iii\) The Contractor and its inventors have complied with the
procedures.

\(2\) If the Contracting Officer learns of an unreported Contractor
invention that the Contracting Officer believes may be a subject
invention, the Contractor may be required to disclose the invention to
the agency for a determination of ownership rights.

(3)  Any examination of records under this paragraph will be subject to
appropriate conditions to protect the confidentiality of the information
involved.

\(g\) **Withholding of payment (this** **paragraph does not apply to**
**subcontracts).**

\(1\) Any time before final payment under this contract, the Contracting
Officer may, in the Government\'s interest, withhold payment until a
reserve not exceeding \$50,000 or 5 percent of the amount of this
contract, whichever is less, shall have been set aside if, in the
Contracting Officer\'s opinion, the Contractor fails to\--

\(i\) Establish, maintain, and follow effective procedures for
identifying and disclosing reportable items pursuant to paragraph (e)(1)
of this clause;

\(ii\) Disclose any reportable items pursuant to paragraph (e)(2) of
this clause;

\(iii\) Deliver acceptable interim reports pursuant to paragraph
(e)(3)(i) of this clause; or

\(iv\) Provide the information regarding subcontracts pursuant to
paragraph (h)(4) of this clause.

(2)  Such reserve or balance shall be withheld until the Contracting
Officer has determined that the Contractor has rectified whatever
deficiencies exist and has delivered all reports, disclosures, and other
information required by this clause.

\(3\) Final payment under this contract shall not be made before the
Contractor delivers to the Contracting Officer all disclosures of
reportable items required by paragraph (e)(2) of this clause, and an
acceptable final report pursuant to paragraph (e)(3)(ii) of this clause.

(4) The Contracting Officer may decrease or increase the sums withheld
up to the maximum authorized above. No amount shall be withheld under
this paragraph while the amount specified by this paragraph is being
withheld under other provisions of the contract. The withholding of any
amount or the subsequent payment thereof shall not be construed as a
waiver of any Government rights.

\(h\) **Subcontracts.**

\(1\) Unless otherwise authorized or directed by the Contracting
Officer, the Contractor shall\--

\(i\) Include this clause (suitably modified to identify the parties) in
any subcontract hereunder (regardless of tier) with other than a small
business firm or nonprofit organization for the performance of
experimental, developmental, or research work; and

\(ii\) Include the clause at [**FAR
52.227-11**](http://www.arnet.gov/far/current/html/52_227.html#1046581)
(suitably modified to identify the parties) in any subcontract hereunder
(regardless of tier) with a small business firm or nonprofit
organization for the performance of experimental, developmental, or
research work.

\(2\) In the event of a refusal by a prospective subcontractor to accept
such a clause the Contractor\--

\(i\) Shall promptly submit a written notice to the Contracting Officer
setting forth the subcontractor\'s reasons for such refusal and other
pertinent information that may expedite disposition of the matter; and

\(ii\) Shall not proceed with such subcontract without the written
authorization of the Contracting Officer.

(3)  In the case of subcontracts at any tier, the agency, subcontractor,
and Contractor agree that the mutual obligations of the parties created
by this clause constitute a contract between the subcontractor and NASA
with respect to those matters covered by this clause.

(4)  The Contractor shall promptly notify the Contracting Officer in
writing upon the award of any subcontract at any tier containing a
patent rights clause by identifying the subcontractor, the applicable
patent rights clause, the work to be performed under the subcontract,
and the dates of award and estimated completion. Upon request of the
Contracting Officer, the Contractor shall furnish a copy of such
subcontract, and, no more frequently than annually, a listing of the
subcontracts that have been awarded.

(5)  The subcontractor will retain all rights provided for the
Contractor in the clause of subparagraph (h)(1)(i) or (ii) of this
clause, whichever is included in the subcontract, and the Contractor
will not, as part of the consideration for awarding the subcontract,
obtain rights in the subcontractor\'s subject inventions.

\(i\) **Preference** **for** **United** **States** **industry.** Unless
provided otherwise, no Contractor that receives title to any subject
invention and no assignee of any such Contractor shall grant to any
person the exclusive right to use or sell any subject invention in the
United States unless such person agrees that any products embodying the
subject invention will be manufactured substantially in the United
States. However, in individual cases, the requirement may be waived by
the Administrator upon a showing by the Contractor or assignee that
reasonable but unsuccessful efforts have been made to grant licenses on
similar terms to potential licensees that would be likely to manufacture
substantially in the United States or that under the circumstances
domestic manufacture is not commercially feasible.

**(End of clause)**

**1852.227-71** **Requests** **for** **Waiver** **of** **Rights** **to**
**Inventions.**

As prescribed in 1827.303-70(c), insert the following provision in all
solicitations that include the clause at 1852.227-70, New Technology:

**REQUESTS FOR** **WAIVER OF RIGHTS TO INVENTIONS**

**(APRIL 1984)**

\(a\) In accordance with the NASA Patent Waiver Regulations, 14 CFR
Section 1245, Subpart 1, waiver of rights to any or all inventions made
or that may be made under a NASA contract or subcontract with other than
a small business firm or a domestic nonprofit organization may be
requested at different time periods. Advance waiver of rights to any or
all inventions that may be made under a contract or subcontract may be
requested prior to the execution of the contract or subcontract, or
within 30 days after execution by the selected contractor. In addition,
waiver of rights to an identified invention made and reported under a
contract or subcontract may be requested, even though a request for an
advance waiver was not made or, if made, was not granted.

\(b\) Each request for waiver of rights shall be by petition to the
Administrator and shall include an identification of the petitioner;
place of business and address; if petitioner is represented by counsel,
the name, address and telephone number of the counsel; the signature of
the petitioner or authorized representative; and the date of signature.
No specific forms need be used, but the request should contain a
positive statement that waiver of rights is being requested under the
NASA Patent Waiver Regulations; a clear indication of whether the
request is for an advance waiver or for a waiver of rights for an
individual identified invention; whether foreign rights are also
requested and, if so, the countries, and a citation of the specific
section or sections of the regulations under which such rights are
requested; and the name, address, and telephone number of the party with
whom to communicate when the request is acted upon. Requests for advance
waiver of rights should, preferably, be included with the proposal, but
in any event in advance of negotiations.

\(c\) Petitions for advance waiver, prior to contract execution, must be
submitted to the Contracting Officer. All other petitions will be
submitted to the Patent Representative designated in the contract.

\(d\) Petitions submitted with proposals selected for negotiation of a
contract will be forwarded by the Contracting Officer to the
installation Patent Counsel for processing and then to the Inventions
and Contributions Board. The Board will consider these petitions and
where the Board makes the findings to support the waiver, the Board will
recommend to the Administrator that waiver be granted, and will notify
the petitioner and the Contracting Officer of the Administrator\'s
determination. The Contracting Officer will be informed by the Board
whenever there is insufficient time or information or other reasons to
permit a decision to be made without unduly delaying the execution of
the contract. In the latter event, the petitioner will be so notified by
the Contracting Officer. All other petitions will be processed by
installation Patent Counsel and forwarded to the Board. The Board shall
notify the petitioner of its action and if waiver is granted, the
conditions, reservations, and obligations thereof will be included in
the Instrument of Waiver. Whenever the Board notifies a petitioner of a
recommendation adverse to, or different from, the waiver requested, the
petitioner may request reconsideration under procedures set forth in the
Regulations.

**(End of provision)**

**1852.227-72** **Designation** **of** **New** **Technology**
**Representative** **and** **Patent** **Representative.**

As prescribed in 1827.303-70(d), insert the following clause:

**DESIGNATION OF NEW TECHNOLOGY REPRESENTATIVE**

**AND PATENT REPRESENTATIVE**

**(JULY 1997)**

\(a\) For purposes of administration of the clause of this contract
entitled \"New Technology\" or \"Patent Rights\--Retention by the
Contractor (Short Form),\" whichever is included, the following named
representatives are hereby designated by the Contracting Officer to
administer such clause:

+--------------------+---------------+---------------------------------+
| # Title            | **O           | **Address (including zip        |
|                    | ffice Code ** | code)**                         |
+--------------------+---------------+---------------------------------+
| New Technology     |               |                                 |
|                    |               |                                 |
| Representative     |               |                                 |
+--------------------+---------------+---------------------------------+
| Patent             |               |                                 |
|                    |               |                                 |
| Representative     |               |                                 |
+--------------------+---------------+---------------------------------+

\(b\) Reports of reportable items, and disclosure of subject inventions,
interim reports, final reports, utilization reports, and other reports
required by the clause, as well as any correspondence with respect to
such matters, should be directed to the New Technology Representative
unless transmitted in response to correspondence or request from the
Patent Representative. Inquires or requests regarding disposition of
rights, election of rights, or related matters should be directed to the
Patent Representative. This clause shall be included in any subcontract
hereunder requiring a \"New Technology\" clause or \"Patent
Rights\--Retention by the Contractor (Short Form)\" clause, unless
otherwise authorized or directed by the Contracting Officer. The
respective responsibilities and authorities of the above-named
representatives are set forth in 1827.305-370 of the NASA FAR
Supplement.

**(End of clause)**

**1852.227-84** **Patent** **Rights** **Clauses.**

The contracting officer shall insert the following provision as
prescribed in 1827.303-70(e):

**PATENT RIGHTS CLAUSES**

**(DECEMBER 1989)**

This solicitation contains the patent rights clauses of [**FAR
52.227-11**](http://www.arnet.gov/far/current/html/52_227.html#1046581)
(as modified by the NFS) and NFS 1852.227-70. If the contract resulting
from this solicitation is awarded to a small business or nonprofit
organization, the clause at NFS 1852.227-70 shall not apply. If the
award is to other than a small business or nonprofit organization, the
clause at [**FAR
52.227-11**](http://www.arnet.gov/far/current/html/52_227.html#1046581)
shall not apply.

**(End of Provision)**

**1852.227-85** **Invention** **Reporting** **and**
**Rights\--Foreign.**

As prescribed in 1827.303-70(f), insert the following clause:

**INVENTION REPORTING AND RIGHTS\--FOREIGN**

**(APRIL 1986)**

\(a\) As used in this clause, the term \"invention\" means any
invention, discovery or improvement, and \"made\" means the conception
or first actual demonstration that the invention is useful and operable.

\(b\) The Contractor shall report promptly to the Contracting Officer
each invention made in the performance of work under this contract. The
report of each such invention shall:

\(1\) Identify the inventor(s) by full name; and

\(2\) Include such full and complete technical information concerning
the invention as is necessary to enable an understanding of the nature
and operation thereof.

\(c\) The Contractor hereby grants to the Government of the United
States of America as represented by the Administrator of the National
Aeronautics and Space Administration the full right, title and interest
in and to each such invention throughout the world, except for the State
in which this contract is to be performed. As to such State, Contractor
hereby grants to the Government of the United States of America as
represented by the Administrator of the National Aeronautics and Space
Administration only an irrevocable, nontransferable, nonexclusive,
royalty-free license to practice each such invention by or on behalf of
the United States of America or any foreign government pursuant to any
treaty or agreement with the United States of America, provided that
Contractor within a reasonable time files a patent application in that
State for each such invention. Where Contractor does not elect to file
such patent application for any such invention in that State, full
right, title and interest in and to such invention in that State shall
reside in the Government of the United States of America as represented
by the Administrator of the National Aeronautics and Space
Administration.

\(d\) The Contractor agrees to execute or to secure the execution of
such legal instruments as may be necessary to confirm and to protect the
rights granted by paragraph (c) of this clause, including papers
incident to the filing and prosecution of patent applications.

\(e\) Upon completion of the contract work, and prior to final payment,
Contractor shall submit to the Contracting Officer a final report
listing all inventions reportable under this contract or certifying that
no such inventions have been made.

\(f\) In each subcontract, the Contractor awards under this contract
where the performance of research, experimental design, engineering, or
developmental work is contemplated, the Contractor shall include this
clause and the name and address of the Contracting Officer.

**(End of Clause)**

**1852.227-86  Commercial Computer Software\--Licensing.**

As prescribed in 1827.409-70, insert the following clause:

**COMMERCIAL COMPUTER SOFTWARE\--LICENSING**

**(DECEMBER 1987)**

\(a\) Any delivered commercial computer software (including
documentation thereof) developed at private expense and claimed as
proprietary shall be subject to the restricted rights in paragraph (d)
of this clause. Where the vendor/contractor proposes its standard
commercial software license, those applicable portions thereof
consistent with Federal laws, standard industry practices, the Federal
Acquisition Regulations (FAR) and the NASA FAR Supplement, including the
restricted rights in paragraph (d) of this clause, are incorporated into
and made a part of this purchase order/contract.

\(b\) Although the vendor/contractor may not propose its standard
commercial software license until after this purchase order/contract has
been issued, or at or after the time the computer software is delivered,
such license shall nevertheless be deemed incorporated into and made a
part of this purchase order/contract under the same terms and conditions
as in paragraph (a) of this clause. For purposes of receiving updates,
correction notices, consultation, and similar activities on the computer
software, the NASA Contracting Officer or the NASA Contracting
Officer\'s Technical Representative/User may sign any agreement,
license, or registration form or card and return it directly to the
vendor/contractor; however, such signing shall not alter any of the
terms and conditions of this clause.

\(c\) The vendor\'s/contractor\'s acceptance is expressly limited to the
terms and conditions of this purchase order/contract. If the specified
computer software is shipped or delivered to NASA, it shall be
understood that the vendor/contractor has unconditionally accepted the
terms and conditions set forth in this clause, and that such terms and
conditions (including the incorporated license) constitute the entire
agreement between the parties concerning rights in the computer
software.

\(d\) The following restricted rights shall apply:

\(1\) The commercial computer software may not be used, reproduced, or
disclosed by the Government except as provided below or otherwise
expressly stated in the purchase order/contract.

\(2\) The commercial computer software may be\--

\(i\) Used, or copied for use, in or with any computer owned or leased
by, or on behalf of, the Government; provided, the software is not used,
nor copied for use, in or with more than one computer simultaneously,
unless otherwise permitted by the license incorporated under paragraphs
(a) or (b) of this clause;

\(ii\) Reproduced for safekeeping (archives) or backup purposes;

\(iii\) Modified, adapted, or combined with other computer software,
provided that the modified, combined, or adapted portions of the
derivative software incorporating restricted computer software shall be
subject to the same restricted rights; and

\(iv\) Disclosed and reproduced for use by Government contractors or
their subcontractors in accordance with the restricted rights in
subparagraphs (d)(2)(i), (ii), and (iii) of this clause; provided they
have the Government\'s permission to use the computer software and have
also agreed to protect the computer software from unauthorized use and
disclosure.

\(3\) If the incorporated vendor\'s/contractor\'s software license
contains provisions or rights that are less restrictive than the
restricted rights in paragraph (d)(2) of this clause, then the less
restrictive provisions or rights shall prevail.

\(4\) If the computer software is published, copyrighted computer
software, it is licensed to the Government, without disclosure
prohibitions, with the rights in paragraphs (d)(2) and (3) of this
clause.

\(5\) The computer software may be marked with any appropriate
proprietary notice that is consistent with the rights in paragraphs
(d)(2), (3), and (4) of this clause.

**(End of clause)**