The following terms apply to and form part of the Agreement, where Protocol Development Services are included as a Service on an Order Form.

Capitalised terms used but not otherwise defined in these Terms will have the meaning given to them in the Agreement.

The Customer may choose to instruct Supplier to develop new Protocols for use in and with the Goods and Software, namely:

  1. Protocol Development Services – to create new or edit existing publicly-available Mytos Protocols

    Customer engages the Supplier to develop new Protocols in accordance with the Customer instructions, with the intention of such new Protocols becoming a Mytos Protocol to be available for public use (either immediately or after a period of time).

    Unless otherwise agreed, such New Protocols shall be owned exclusively by the Supplier and licensed to the Customer in the same way as existing Supplier IPRs. For avoidance of doubt, this only covers automated device protocols.

  2. Protocol Development Services – to create new or edit existing private Customer Protocols

    Customer engages the Supplier to develop new Protocols in accordance with the Customer instructions, with the intention of such new Protocols staying private in perpetuity.

    Such new Protocols shall be owned by the Customer.

    In addition to the relevant provisions of the Software Terms in relation to Protocols, for Protocol Development Services it is also understood and agreed that:

    1. Supplier shall not be prevented from providing the same or similar Services to any other parties, providing no Customer Data is used in the performance of such third party Services;
    2. Timetables for delivery of Protocol Development Services shall be agreed in good faith but time shall not be of the essence; and
    3. Where a Change Order or purchase order lists Protocol Development Services being provided but is silent on whether the new Protocol is for public use as a Mytos Protocol or for private use, the assumption is the new Protocol will be intended as for private use in perpetuity.