HomeMy WebLinkAboutC2010-247 - 6/23/2010 - NALicense Agreement for
Penny Plover
This License Agreement (this "Agreement") is made effective as of Nay 5),211 between
G6-rG'fi idital ° , of GE f /j )44Y11,f Atairtorpusthristi, Texas ("Licensor')
and City of Corpus Christi, 1201 Leopard Street, Corpus Christi, Texas 78401 ("Licensee").
In the Agreement, Licensor is the party who is granting the right to use the licensed property who will
be referred to as "Licensor" and the Party who is receiving the right to use the license property is the
City of Corpus Christi, who will be referred to as "Licensee ".
The parties agree as follows:
1. GRANT OF LICENSE. Licensor owns the image depicted on attached Exhibits (image "). In
accordance with this Agreement, for one dollar and other good and valuable consideration the
receipt and sufficiency has been acknowledged by Licensor, Licensor grants Licensee an
exclusive license to use the image for its Parks and Recreation litter campaign program.
Licensor retains title and ownership of the image. This grant of license only applies to the
following described geographical area: the State of Texas.
2. PAYMENT OF ROYALITY. Licensee will pay to Licensor a royalty which shall be calculated as
follows: No royalties.
3. MODIFICATIONS. Unless the prior written approval of Licensor is obtained, Licensee may not
modify or change the image in any manner.
4. DEFAULTS. If Licensee fails to abide by the obligations of the Agreement, Licensor shall have the
option to cancel the Agreement by providing 30 days written notice to Licensee. Licensee shall
have the option of preventing the termination of the Agreement by taking corrective action that
cures the default, if such corrective action is taken prior to the end of the time stated in the
previous sentence, and if there are no other defaults during such time period.
5. WARRANTIES. Neither party makes any warranties with respect to the use; sale or other
transfer of the image by the other party or by any third party, and Licensee accepts the product
"AS IS ". In no event will Licensor be liable for direct, indirect, special, incidental, or
consequential damages, that are in any way related to the image.
6. TRANSFER OF RIGHTS. This Agreement shall be binding on any successor of the parties. Neither
party shall have the right to assign its interest in the Agreement to any other party, unless the
prior written consent of the other party is obtained.
TERMINATION. The A regiment may ire terminate d by either perky i y,providi g 0 days wr 6n
notice to th 4t erwparty Tiers Agreement shall terminate automatically or►
_ 2010 -247
06/23/10
Fehrenkamp, C.E.
INDEXED
8. ENTIRE AGREEMENT. This Agreement contains the entire agreement of the parties and there
are no other promises or condition in any other agreement whether oral or written. This
Agreement supersedes any prior written or oral agreement between the parties.
9. AMENDMENT. The Agreement may be modified or amended, if the amendment is made in
writing and is signed by both parties.
10. SEVERABILITY. If any provision of the Agreement shall be held to be invalid or unenforceable
for any reason, the remaining provisions shall continue to be valid and enforceable. If a court
finds that any provision of this agreement is invalid or unenforceable, but that by limiting such
provision it would become valid or enforceable, then such provision shall be deemed to be
written, construed, and enforced as so limited.
11. WAVIER OF CONTRACTURAL RIGHT. The failure of either party of enforce any provision of this
Agreement shall not be construed as waiver of limitation of that party's right to subsequently
enforce and compel strict compliance with every provision of this Agreement.
12. APPLICABLE LAW. This Agreement shall be governed by the laws of the State of Texas.
Licensor:
By: iF� Date: '-‘( -/d
Licensee:
City of Cort[1"s Christi
By
el 1e XI.AdCetJ
'Angel R. Escobar, City Manager
Approved as to form:
Lisa Aguil ..
Assistant torney
r►A
For City Attorney
a