HomeMy WebLinkAboutContract 33307 CITY SECR%My
CONTRACT' NO.
LICENSE AGREEMENT
THIS AGREEMENT ("Agreement") is made and entered into this L \day of
March, 2006, by and between Casa Del Immigrante CDC, a
corporation located at L(a 9 S2A "ryl;ft_ �(&W y4jj Z'jt (hereinafter
referred to as "User") and the City of Fort Worth, Texas(hereinafter referred to as the
"City"), a home-rule municipal corporation situated in Tarrant, Denton, and Wise
counties.
1.
Use of Official City Logo.
For and in consideration of the use of the official City's logo, as shown in
Exhibit "A" and the performance of the mutual covenants and agreements
contained herein, the City hereby grants User a non-transferable, non-
exclusive license to use the official City of Fort Worth logo according to the
specification described in Section 2 and for the limited purposes of promoting
certain events in which the City is an official sponsor, including but not
limited to the following:
• Job Fair on Thursday, February 23rd and September 21, 2006;
• Health Fair on Saturday, March 25th and October 14, 2006;
• Home Buyers Fair on Saturday, May 13th and October 14, 2006; and
• Family Day scheduled for a Saturday in September
2006 .
User must first obtain express written consent from the City for any additional
events for which it wishes to use the City Logo.
2.
Specifications.
User acknowledges that by virtue of this Agreement, that User acquires only
the right to use the City Logo and does not acquire any rights of ownership in
the licensed artwork, which rights shall remain exclusively with the City.
Furthermore, User agrees to use the City logo according to the following
specifications:
• Color: Consistently accurate color is achieved in print by using the
Pantone® Matching System or PMS. The words "Fort Worth" must be
printed in PMS 288 blue ink in Cheltenham font. The steer head must
be printed in PMS 725 brown ink. Printers must use these colors.
Vendors unable to use the PMS system must match the PMS colors as
closely as possible and receive approval prior to printing.
HOW
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License Agreement for CDI CDC I of 6 rl. �0.jw' 151
A one-color printing of the logo is permitted on single-color
publications. If material is printed in two or three colors that are not
the specified logo colors, the logo must appear in a single color,
preferably black.
• Size: User shall not redraw, typeset or otherwise electronically alter
the logo in any way. Enlarging or reducing the logo size must be done
proportionately.
If User wishes to modify or change the artwork in any manner, User must
contact the City in writing to obtain written consent before modifying or
changing any artwork and/or promotional materials.
3.
Copyright and Image Protection.
User, its respective designees or assignees, shall not use any designated
marks, logo or copyrights of the City or sell, transfer, or give any original
prints or reproductions for circulation and/or publication for use by a third
party. Nor shall it use such logo in any manner that reflects unfavorably upon
the good name, goodwill, reputation, or image of the City. User, its respective
designees or assignees, shall not use any designated marks or copyrights, in
any manner that would cause confusion in the public mind as to the permitted
use for which User has been granted such rights. None of the designated
marks or copyrights of the City shall be incorporated into a common graphic
or be associated with third party trade names or marks, except as agreed upon
by the City. User, its respective designees or assignees, may not use any of
the designated marks or copyrights of the City or authorize such use on any
World Wide Web site or on any other on-line site, except as specifically
approved by the City.
4.
Federal Copyright Act.
User agrees to assume full responsibility for complying with the Federal
Copyright Law of 1978 (17 U.S.C. 101, et seq.) and any regulations issued,
including,but not limited to, the assumption of any and all responsibilities for
paying royalties which are due for the use of other third party copyrighted
works by User. City expressly assumes no obligations, implied or otherwise,
regarding payment or collection of any such fees or financial obligations.
City specifically does not authorize, permit, or condone the reproduction or
use of copyrighted materials by User without the appropriate licenses or
permission being secured by User in advance. It is further agreed that User
shall defend, indemnify and hold City harmless for any claims arising
from nonpayment to ficensine a encies or damn es arisin2 out of
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License Agreementfor CDI CDC 2 of 6
infringement or violation of the Copyright Law and/or Regulations for
use of other third party copyrighted material. City expressly assumes no
obligation to review or obtain appropriate licensing and all such licensing
shall be the exclusive obligation of User.
5.
Content of Material Published.
The City assumes no responsibility or liability with respect to the content of
any material published by User, its respective designees or assigns. User, its
respective designees or assignees, shall be responsible for all such content,
and shall indemnify and hold the City harmless with respect to such content
and use.
6.
Notices.
Unless otherwise provided, all notices or communications required or
permitted to be given shall be in writing and shall be delivered personally, by
facsimile, or deposited in a regularly maintained receptacle for United States
mail and sent certified or registered mail, postage prepaid. Any notice so
given shall be deemed to have been received when deposited in the United
States mail so addressed with postage prepaid and addressed to:
CASA DEL IMMIGRANTE CDC:
R enrn (LCSUS
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CITY OF FORT WORTH:
Dan Reimer, Director
Public Health Department
1800 University Drive
Fort Worth,Texas 76107
With cop,�to:
Christa Lopez,Assistant City Attorney
City of Fort Worth
1000 Throckmorton Street
Fort Worth, Texas 76102
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License Agreement for CDI CDC 3 of 6
7.
Paragraph Headings.
The paragraph headings contained herein are for the convenience in reference
and are not intended to define or limit the scope of any provision of this
Agreement.
8.
Entire Agreement.
This Agreement contains the entire agreement of the parties with respect to
the subject matter hereof. No promise, representation, warranty or covenant
not included in this Agreement has been or is being relied on by any party.
9.
Modification.
This Agreement may not be modified or amended except in a writing signed by
City and User.
10.
Governing Law.
This Agreement has been executed and delivered in the State of Texas. This
Agreement will be governed by, construed and enforced in accordance with
the laws of the State of Texas. The parties agree that the proper venue and
jurisdiction for any cause of action relating to the agreement will be in the
state courts located in Tarrant County, Texas or the United States District
Court for the Northern District of Texas, Fort Worth Division.
11.
Independent Contractor.
User shall perform all work and services hereunder as an independent
contractor, and not as an officer,.agent, servant or employee of the City. User
shall have exclusive control of, and the exclusive right to control the details of
the work performed hereunder, and all persons performing same, and shall be
solely responsible for the acts and omissions of its officers, agents, employees
and subcontractors. Nothing herein shall be construed as creating a
partnership or joint venture between the City and User, its officers, agents,
employees and subcontractors, and doctrine of respondent superior has no
application as between the City and User.
12.
Waiver.
The failure of a party to seek redress for the violation of or to insist on strict
performance of any provision of this Agreement shall not prevent or
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License Agreement for CDI CDC 4 of 6 � � `
such party's right to insist later on such performance of the same or a similar
provision or to have redress for the same or a similar violation, regardless of
such party's prior knowledge or lack of knowledge.
13.
Severability.
The provisions of this Agreement are severable, and if any word, phrase,
clause, sentence, paragraph, section or other part of this Agreement or the
application thereof to any person or circumstance shall ever be held by any
court of competent jurisdiction to be invalid or unconstitutional for any
reason, the remainder of this Agreement and the application of such word,
phrase, clause, sentence, paragraph, section, or other part of this Agreement to
other persons or circumstances shall not be affected thereby and this
Agreement shall be construed as if such invalid or unconstitutional portion
had never been contained therein.
14.
Successors and Assigns.
This Agreement shall be binding upon the parties hereto and their respective
executors, administrators, legal representatives, heirs, successors and assigns,
and shall inure to the benefit of the parties hereto and their respective
executors,administrators, legal representatives,heirs, successors and assigns.
15.
No Third-Party Beneficiaries.
This Agreement shall inure only to the benefit of the parties hereto and third
persons not privy hereto shall not, in any form or manner, be considered a
third party beneficiary of this Agreement. Each party hereto shall be solely
responsible for the fulfillment of its own contracts or commitments.
IN WITNESS WHEREOF, the parties have executed this Agreement to be
effective as of the date first above written.
EXECUTED on this the day of ` 2006.
�1
CITY OF FONTW RT CASA DEL IMMIGRANTE CDC
i
By: By:
Joe P a R& o Renny Rosas,
Assistant ty Manager Executive Director
OFFICIAki
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License AgreementforCDICDC 5 of .�U+ Si ;�;
Signature page 2
ATTEST: ATTEST:
Marty Hendrix- 4
City Secretary Corporate Secretary
NO M&C R QUIRI;D
APPROVED AS TO FORM AND LEGALITY
v - Rzx-,oc
Assistant Ci y Attorney
0mum ROD
Awl AgAi4iffly
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License Agreement for CDI CDC 6 of 6 ' y IK
Exhibit "A"
FORT WORTH
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PUBLIC HEALTH