OWNERSHIP OF INTELLECTUAL PROPERTY; LICENSES.

The Center shall retain all right, title and interest, including, without limitation, all copyrights, trademarks, patents, trade secrets and any proprietary rights in and to all published materials and products, including, without limitation, any and all printed materials, DVDs, and/or webinars (collectively, the “Intellectual Property”). The Center hereby grants those purchasing products a limited, non exclusive, non sublicenseable, royalty-free license to use the Intellectual Property for the purposes of its Clery Act compliance and campus crime prevention (the “Permitted Uses”); provided, however, that you may not copy, sell, modify, adapt, perform or display the Intellectual Property without the Center’s prior written consent.

REMEDIES.

If this Agreement is terminated as a result of a material breach, the breaching party shall be liable to the non-breaching party for such damages as are permitted at law or in equity.

RELATIONSHIP OF PARTIES.

It is understood by both parties that each is independent of each other and responsible for its employees, agents, volunteers, and contractors. The parties do not intend, and nothing contained in this Agreement shall be construed, to create any partnership or joint venture between themselves, nor to authorize either party to act as a general or special agent of the other party in any respect, except as specifically set forth in this Agreement.

RELEASE FROM LIABILITY.

It is understood by both parties that the Center in no way warrants or guarantees any results of any kind from the Center’s provision of the product or from your use of the Intellectual Property for the Permitted Uses.

NOTICES.

Any notice, demand, waiver, or other communication provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by Email and by facsimile with a printed confirmation generated by the sending fax machine, personal delivery or by a nationally recognized overnight delivery service. Notices shall be deemed to have been given if and when sent via email and facsimile or personally delivered, or one (1) business day after delivery to a nationally recognized overnight delivery service, to the following addresses (or to such other address as a party may hereafter designate for itself by notice to the other party):

If to the Clery Center:

Ms. Alison Kiss, Executive Director
The Clery Center for Security on Campus
110 Gallagher Road | Wayne, PA 19087
Phone: 484-580-8754
Email: gro.r1501231361etnec1501231361yrelc1501231361@ssik1501231361a1501231361