Illinois License Agreement between Site-Based Media, Inc., and On Site Media, Inc., is a legally binding document that outlines the terms and conditions for a licensing arrangement between the two parties. This agreement allows Site-Based Media, Inc., to grant On Site Media, Inc., the exclusive right to use and display its copyrighted materials or intellectual property within the state of Illinois. The primary purpose of this license agreement is to protect the interests of both parties and establish a mutually beneficial partnership. The agreement encompasses various provisions relevant to the licensing arrangement. These may include, but are not limited to, the following: 1. Scope of License: This section defines the specific intellectual property or copyrighted materials that are being licensed. It clarifies the scope of the license, including any limitations or restrictions on usage. 2. Term and Termination: This portion outlines the duration of the agreement and the conditions under which it can be terminated. It may specify the start and end date, renewal options, and the process for terminating the agreement. 3. Payment and Royalties: The financial aspect of the agreement is addressed in this section. It describes the payment arrangements, including any upfront fees, ongoing royalties, or revenue-sharing models. 4. Exclusivity: If relevant, the agreement may include provisions granting On Site Media, Inc., exclusive rights to use the licensed materials within a particular geographic area or market segment. 5. Confidentiality: To protect sensitive information, this section establishes the obligation for both parties to maintain the confidentiality of any proprietary or confidential information shared during the course of the agreement. 6. Indemnification: The agreement often contains indemnification provisions, requiring one party to compensate or "hold harmless" the other party in cases of legal claims or damages resulting from the licensed material's use. 7. Governing Law and Jurisdiction: This clause establishes that any disputes arising from the agreement will be governed by the laws of the state of Illinois and resolved through appropriate legal channels within the state. Attachments: 1. Intellectual Property Schedule: This attachment lists the specific intellectual property or copyrighted materials covered by the license agreement. It provides a detailed description of each item, including titles, descriptions, registration numbers, or any other relevant identification information. 2. Exhibit A: Financial Terms: This attachment provides a breakdown of the financial terms, including payment schedules, amounts, and any applicable royalties or revenue-sharing models. 3. Exhibit B: Site-Based Media, Inc.'s Obligations: This attachment outlines the responsibilities and obligations of Site-Based Media, Inc., regarding the licensed materials. It may include commitments regarding updates, maintenance, or technical support. 4. Exhibit C: On Site Media, Inc.'s Obligations: This attachment specifies the responsibilities and obligations of On Site Media, Inc. It may include requirements such as proper attribution, promotional activities, or restrictions on usage. 5. Exhibit D: Dispute Resolution: This attachment provides additional details for the dispute resolution process, such as arbitration or mediation procedures, should conflicts arise during the term of the agreement. It is essential to consult legal professionals regarding the specific terms and attachments required for an Illinois License Agreement between Site-Based Media, Inc., and On Site Media, Inc., as these may vary depending on the nature of the licensing arrangement and the intellectual property involved.