2008-03-12 CC Agenda & Handouts - Laserfiche WebLink

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represents and warrants that the material produced under this Agreement does not and will not infringe upon the intellectual property rights of another, including patents, copyrights, trade secrets, trade and services marks and names. Recipient will defend and indemnify the State at Recipient's expense any claims or actions brought against the State to the extent that it is based on a claim or action that all or another part of the material infringes upon the intellectual property rights of. Recipient is responsible for obtaining any necessary licenses to use the intellectual property rights of another. XXVI. SALE OR LICENSE OF PRODUCTS. The Recipient agrees to reimburse the Fund revenues it receives from licenses, transfers, or other income generated from products based upon materials derived from this Project up to the amount of State funds provided under this appropriation unless expressly approved under the Work Program. Such reimbursement will be made by the Recipient upon first sale of any product worldwide whether or not such products are patentable. The Recipient, for itself and its licensees, agrees to sell any product derived from this appropriation and not subject to ownership by the State to the State of Minnesota for the royalty- free wholesale price less a ten percent (10%) discount. This clause shall continue to be in effect after all State funds have been repaid to the State. The Recipient agrees that if revenue is generated for putting on workshops, conferences, etc under this Project that eligible project expenses will be offset with this revenue and reimbursement will not be requested for expenditures covered by this revenue. IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed intending to be bound thereby. APPROVED: LOCAL GOVERNMENTAL UNIT: BOARD OF WATER AND SOIL RESOURCES: By By Title: Title Date Date H:08CWLGA Page 6 of 6