Hennepin Minnesota License Agreement (Standard Type) between Site-Based Media, Inc., and On Site Media, Inc. This Hennepin Minnesota License Agreement (Standard Type) is made and entered into as of [Date] (the "Effective Date") by and between Site-Based Media, Inc. ("Licensor") and On Site Media, Inc. ("Licensee"). 1. License Grant: Licensor hereby grants Licensee a non-exclusive, non-transferable license to use certain intellectual property, media assets, and proprietary information owned or controlled by Licensor. This includes but is not limited to advertising materials, digital content, and signage programs for the purpose of promoting Licensee's products and services in Hennepin County, Minnesota. 2. Term: The initial term of this agreement shall be for a period of [Term Duration] commencing on the Effective Date. Either party may terminate this agreement upon [Notice Period] prior written notice to the other party, provided that all outstanding fees and obligations have been fulfilled. 3. License Fees: As consideration for the license granted herein, Licensee shall pay Licensor a monthly license fee determined based on the scope and duration of Licensee's usage. The fee structure, including any additional charges for specific services or enhancements, is detailed in Attachment A (License Fee Schedule). 4. Use of Intellectual Property: Licensee hereby agrees to use the licensed intellectual property solely for the purpose outlined in this agreement. Licensee shall not sublicense, reproduce, modify, or distribute the licensed materials without prior written consent from Licensor. Furthermore, Licensee shall refrain from using the licensed materials in any way that could result in a violation of intellectual property laws or infringe upon the proprietary rights of Licensor or any third party. 5. Indemnification: Licensee agrees to indemnify and hold harmless Licensor from and against any third-party claims, liabilities, damages, losses, costs, and expenses arising out of or in connection with Licensee's use or misuse of the licensed materials, as well as any breach of this agreement. 6. Limitation of Liability: In no event shall either party be liable to the other for any indirect, incidental, consequential, or special damages arising out of or in connection with this agreement, even if advised of the possibility of such damages. 7. Governing Law and Dispute Resolution: This agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. Any disputes arising out of or in connection with this agreement shall be subject to the exclusive jurisdiction of the state and federal courts located in Hennepin County, Minnesota. Attachments: — Attachment A: LicensRescheduledul— - Attachment B: Intellectual Property Inventory — Attachment C: Licensee's Usage Guidelines — Attachment D: Termination Rights and Procedures Note: The aforementioned Hennepin Minnesota License Agreement is a standard type, and variations or additional addendums may exist based on specific requirements and circumstances between Site-Based Media, Inc., and On Site Media, Inc.
Hennepin Minnesota License Agreement with attachments between Site-Based Media, Inc., and On Site Media, Inc.
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