27.2  Enhancements

(a)  Any enhancement, adaptation, change, modification or development of the Intellectual Property in the Pre-existing Intellectual Property (Enhancements) will be the property of the Participant that owns the Pre-existing Intellectual Property Materials. Ownership will vest immediately upon the creation of the Enhancement.

(b)  The NOPs grant to the Project Owner an irrevocable, non-exclusive, world-wide, perpetual, transferable, sub-licensable, royalty free licence to use its Enhancements for:

(1)  the Works and for any operation, maintenance, upgrade, augmentation, selling or decommissioning of the Project; and

(2)  otherwise, only to the extent necessary to use the Intellectual Property Assets (as that term is defined in clause 27.3(a)).

(c)  The Project Owner grants to the NOPs an irrevocable, non-exclusive, world-wide, perpetual, transferable, sub-licensable, royalty free licence to use its Enhancements for the Works and for any operation, maintenance, upgrade, augmentation, selling or decommissioning of the Project.

(d)  The Participants must do everything necessary to effect the grant of the licences set out in clauses 27.2(b) and 27.2(c) and the ALT must decide the manner in which any costs associated with that vesting will be borne by the Participants.