Climate Contract Playbook Edition 3
45
banned materials], and/or any other harmful materials made known to the Manufacturer by the Client and specified in Schedule [X]; the Manufacturer must affix any branding of the Client onto the Product in such manner that the Client’s branding can be easily removed, so that the Product can be repaired, refurbished, reused or recycled; the Product shall contain a minimum [insert number]% constituent components and constituent parts that can be easily, and at economically viable cost, disassembled, removed, refurbished, replaced and/or repaired; and the Manufacturer shall document any know how and learnings which it creates during the design process of the Product, and the rights in such documents, know how and learnings shall be owned by the Client pursuant to clause 1.5.
1.2.5
1.2.6
1.2.7
1.3 To the extent that the Manufacturer determines that it cannot fulfil the Circular Design Requirements because either the Circular Design Requirements jeopardise the Specification or the Specification prevents the Circular Design Requirements from being fulfilled, the Manufacturer shall promptly make this known to the Client and identify which particular Circular Design Requirements are an issue. The Client shall then decide whether to: 1.3.1 proceed with the Specification, acknowledging that those identified Circular Design Requirements will not be fulfilled; or 1.3.2 amend the Specification, and request that the Designer attempts again to fulfil all of the Circular Design Requirements against the amended specification. This process shall be repeated until the Final Design is achieved in accordance with clause 1.4. 1.4 The Final Design of the Product shall be that design which either: 1.4.1 satisfies the Circular Design Requirements and the Specification; or 1.4.2 does not satisfy all of the Circular Design Requirements but which the Client has approved pursuant to clause 1.3.1 and satisfies the Specification. 1.5 All rights anywhere in the world (including all intellectual property rights, copyright, design rights and know-how rights) in the Design IP shall immediately vest in the Client and the Manufacturer shall promptly provide to the Client all copies in its possession of the Design IP. To the extent that such rights in the Design IP do not vest in the Client, the Manufacturer hereby assigns such rights to the Client with full title guarantee. 1.6 The Manufacturer shall, and shall use all reasonable endeavours to, procure that any third party shall promptly execute and deliver such documents and perform such acts as may be required to assist the Client in registering any Design IP.
2
Manufacturing obligations 2.1 The Client hereby grants to the Manufacturer a non-exclusive, royalty free, non- transferable, non-assignable [worldwide] licence to the use the intellectual property rights in the Final Design to perform its obligations under this clause 2. 2.2 The Manufacturer shall manufacture the Product in accordance with the Final Design. In manufacturing the Product, the Manufacturer shall satisfy the Circular Manufacturing Requirements. 2.3 The Circular Manufacturing Requirements are: 2.3.1 the Manufacturer keeps accurate records of the origin and volume of raw materials which it uses, and will make these records available to the Client on request;
Made with FlippingBook - professional solution for displaying marketing and sales documents online