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011221-GAL <br /> <br />Rev. 10/2020 9 <br /> <br />a. Sourcewell must not alter Vendor’s Trademarks from the form provided by <br />Vendor and must comply with Vendor’s removal requests as to specific uses of its <br />trademarks or logos. <br />b. Vendor must not alter Sourcewell’s Trademarks from the form provided by <br />Sourcewell and must comply with Sourcewell’s removal requests as to specific uses <br />of its trademarks or logos. <br />c. Each party agrees to use, and to cause its Permitted Sublicensees to use, the <br />other party’s Trademarks only in good faith and in a dignified manner consistent <br />with such party’s use of the Trademarks. Upon written notice to the breaching party, <br />the breaching party has 30 days of the date of the written notice to cure the breach <br />or the license will be terminated. <br />4. As applicable, Vendor agrees to indemnify and hold harmless Sourcewell and its <br />Participating Entities against any and all suits, claims, judgments, and costs instituted or <br />recovered against Sourcewell or Participating Entities by any person on account of the use <br />of any Equipment or Products by Sourcewell or its Participating Entities supplied by Vendor <br />in violation of applicable patent or copyright laws. <br />5. Termination. Upon the termination of this Contract for any reason, each party, including <br />Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, <br />and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed <br />catalog of vendors which may be used until the next printing). Vendor must return all <br />marketing and promotional materials, including signage, provided by Sourcewell, or dispose <br />of it according to Sourcewell’s written directions. <br /> <br />B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released <br />without prior written approval from the Authorized Representatives. Publicity includes notices, <br />informational pamphlets, press releases, research, reports, signs, and similar public notices <br />prepared by or for the Vendor individually or jointly with others, or any subcontractors, with <br />respect to the program, publications, or services provided resulting from this Contract. <br /> <br />C. MARKETING. Any direct advertising, marketing, or offers with Participating Entities must be <br />approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator <br />assigned to this Contract. <br /> <br />D. ENDORSEMENT. The Vendor must not claim that Sourcewell endorses its Equipment, <br />Products, or Services. <br /> <br />14. GOVERNING LAW, JURISDICTION, AND VENUE <br /> <br />Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract, or its <br />breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, <br />Minnesota. <br /> <br />  <br /><br /> <br />