A Minnesota Exclusive License Agreement is a legally binding contract between Iowa State University Research Foundation, Inc. (SURF) and emerge Interactive, Inc. that grants emerge exclusive rights to commercialize a certain technology or intellectual property developed by SURF within the state of Minnesota. This agreement serves as an important partnership between the two entities, allowing to emerge to leverage SURF's research and development efforts while ensuring protection of the intellectual property rights. Under this agreement, emerge obtains the sole right to produce, distribute, market, and sell the specified technology or intellectual property developed by SURF. This exclusivity provides emerge with a competitive advantage by preventing other parties from entering the market with the same product or technology within the state of Minnesota. The Minnesota Exclusive License Agreement ensures that emerge has access to all relevant patents, copyrights, trade secrets, trademarks, and any other intellectual property associated with the technology. SURF agrees to transfer all necessary rights and knowledge to emerge, allowing them to effectively develop and commercialize the technology. In return for these exclusive rights, emerge agrees to fulfill certain obligations outlined in the agreement. These may include paying royalties or licensing fees to SURF based on the sales or usage of the licensed technology. Additionally, emerge may be required to meet specific performance milestones or invest in further research and development to enhance the technology's market potential. It is important to note that there may be different types of Minnesota Exclusive License Agreements between SURF and emerge Interactive, Inc., based on the specific technology or intellectual property being licensed. Each agreement may contain its own terms, conditions, and durations tailored to the nature of the licensed asset. The agreement will also include provisions regarding termination, assignment of rights, dispute resolution, confidentiality, and other relevant legal aspects. Both SURF and emerge would typically engage legal counsel to negotiate and draft the agreement to ensure compliance with Minnesota laws and regulations. By entering into a Minnesota Exclusive License Agreement, SURF and emerge aim to foster innovation, promote economic growth, and create opportunities for commercial success by harnessing the power of intellectual property.