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DIGITAL MAP PRODUCTS -2007
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DIGITAL MAP PRODUCTS -2007
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Last modified
4/3/2014 4:33:25 PM
Creation date
9/14/2007 10:02:46 AM
Metadata
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Contracts
Company Name
DIGITAL MAP PRODUCTS
Contract #
A-2007-078
Agency
PUBLIC WORKS
Council Approval Date
4/2/2007
Expiration Date
4/1/2012
Insurance Exp Date
7/26/2013
Destruction Year
2017
Notes
workers comp exp 1-01-14
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Sublicense Agreement No. 070401 D <br />3. GRANT OF RIGHTS <br />DMP hereby grants, and Licensee hereby accepts, subject to the terms and conditions <br />of this Agreement, a non - exclusive, non - transferable, and non - assignable right and <br />sublicense to use the Licensed Products solely for the Purpose, from the Effective Date <br />hereof until this Agreement is terminated or expires in accordance with its terms. <br />Licensee may produce Visual Output from the Licensed Products and /or from Derivative <br />Products for its normal business use. Licensee may also externally distribute Visual <br />Output, including distribution to Licensee's contractors, consultants and agents that <br />Licensee engages for the Purpose as long as the Visual Output does not compete with <br />or replace, current products and /or services of DMP or any of its affiliates or Owners. <br />Licensee shall not be precluded from charging fees for the distribution of such Visual <br />Output provided that such fees are for the sole purpose of recouping costs consistent <br />with Licensee's normal business practices. Without limiting the foregoing, Licensee <br />understands and agrees that it shall in no event use any aspect of the Licensed <br />Products to produce maps of any kind, or map - related or other information using the <br />Thomas Bros. Maps Page and GridTM, for any use or purpose other than the Purpose. <br />Licensee may create Derivative Products to the extent that such Derivative Products <br />contribute to the Purpose. Licensee shall be entitled to possess and use such <br />Derivative Products, royalty -free, in perpetuity, under the terms of this Agreement, <br />solely for the Purpose provided that use of such does not include any manner of attempt <br />to reverse - engineer any aspect of Licensed Products. Licensee may provide copies of <br />Derivative Products to DMP, but Licensee is not obligated to provide such copies at any <br />time. <br />Licensee shall have no right to assign, transfer, or sublicense any aspect of the <br />Licensed Products or Derivative Products except as and to the extent and on the terms <br />agreed, in writing, in advance, by DMP in its sole and absolute discretion. As a <br />condition for such authorization by DMP, if granted, each such other party must abide <br />by the restrictions on Licensee's use in this Agreement and execute an agreement <br />satisfactory to DMP. <br />Licensee's third party contractors, agents and consultants may use the Licensed <br />Products and Derivatives in digital format for Licensee's Purpose provided however that <br />said third parties do not sell, license, or otherwise distribute Licensed Products, <br />Derivative Products or any portion thereof and that such other parties must execute and <br />abide by the terms of a consultant use agreement to be provided by DMP and approved <br />by Licensee. Licensee shall not be precluded from charging fees for the distribution of <br />Licensed Products and Derivative Products to third party contractors, agents and <br />consultants provided that such fees are for the sole purpose of recouping costs <br />consistent with Licensee's normal business practices. <br />Licensee may distribute Derivative Products in digital format without restrictions to other <br />third parties who have signed agreements with DMP for Licensed Products from which <br />such Derivative Products were created. Licensee may distribute Derivative Products to <br />other third parties without signed agreements with DMP only by signing a separate <br />Page 3 <br />
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