Copyright Agreement Language that will be emailed to you after submitting the form:
Please retain this record -- it is a legal document!
Active Shooter Incident Management (Asim) for Active Attack Integrated Response (AAIR) Copyright Permission
This Agreement is entered into this day of [DATE], by and between C3 Pathways, Inc. located at 531 S Econ Cir. Suite 1001, Oviedo, FL 32765 (hereinafter C3 PATHWAYS) and [AGENCY NAME] located at [AGENCY ADDRESS], [CITY], [STATE] [ZIP], [COUNTRY], (hereinafter LICENSEE). C3 PATHWAYS owns the copyright, title, trademarks and all other related rights in and to the work entitled “Active Shooter Incident Management (Asim) for Active Attack Integrated Response (AAIR)” and all supporting materials (collectively hereinafter ASIM for AAIR). This license agreement governs the use of the ASIM for AAIR. By the act of requesting copyright permission and/or using the ASIM for AAIR you enter into the terms of this binding contract between you (hereinafter LICENSEE) and C3 Pathways, Inc. (hereinafter C3 PATHWAYS). If LICENSEE does not agree with the terms of this license, do NOT use the ASIM for AAIR. Use of the ASIM for AAIR by LICENSEE constitutes acceptance of the terms of this License Agreement.
Grant of License: Subject to the terms and conditions of this Agreement, C3 PATHWAYS hereby grants LICENSEE a limited, nonexclusive license to use the ASIM for AAIR for internal business purposes. LICENSEE agrees to:
- Provide formal training on use of ASIM for AAIR to all LICENSEE personnel who might use it;
- Indemnify C3 PATHWAYS from any liability that may result from LICENSEE’s use of ASIM for AAIR.
Non-Commercial Use Only: LICENSEE may NOT use the ASIM for AAIR for any commercial purpose, including but not limited to receiving remuneration, fee for service, offering for sale, or in any other manner where LICENSEE is deriving revenue in connection with use, training, distribution, or production of the ASIM for AAIR. This clause is not intended to restrict LICENSEE from using ASIM for AAIR for its internal business purpose (e.g. a law enforcement or fire/EMS agency using the ASIM for AAIR for training and/or response to Active Shooter Events).
Limitations: LICENSEE must retain all copyright and related notices of C3 PATHWAYS' ownership and other rights in the ASIM for AAIR, labeling and documentation provided. Furthermore, LICENSEE may not: (a) modify, translate, de-compile, reverse engineer, or disassemble the ASIM for AAIR; (b) utilize ASIM for AAIR in part or in whole in a derivative work; or (c) sublicense, sell, rent, lend, transfer, post, transmit, distribute or otherwise make the ASIM for AAIR available to anyone else, except to the extent necessary for LICENSEE’s internal business purpose.
Trademarks: LICENSEE acknowledges that C3 Pathways™ and related logos and designs are trademarks of C3 PATHWAYS, and that no rights in such trademarks are granted to LICENSEE by this Agreement.
Limitation of Liability: IN NO EVENT WILL C3 PATHWAYS BE LIABLE FOR ANY DAMAGES, INCLUDING LOSS OF LIFE, BODILY INJURY, LOST OPPORTUNITY OR PROFITS, COST OF COVER OR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, DIRECT OR INDIRECT DAMAGES ARISING FROM OR RELATING TO THE USE OF THE ASIM for AAIR, HOWEVER CAUSED ON ANY THEORY OF LIABILITY. THIS LIMITATION WILL APPLY EVEN IF C3 PATHWAYS HAS BEEN ADVISED OR GIVEN NOTICE OF THE POSSIBILITY OF SUCH DAMAGE. THE ENTIRE RISK AS TO THE USE OF THE ASIM for AAIR IS ASSUMED BY LICENSEE.
Indemnification: LICENSEE shall indemnify and hold harmless C3 PATHWAYS, its successors, assigns and licensees, and the respective officers, directors, agents, contractors and employees, from and against any and all claims, damages, liabilities, costs and expenses (including reasonable attorneys' fees), arising out of or in any way connected with any claim, any action, or ANY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF LIFE, BODILY INJURY, LOST OPPORTUNITY OR PROFITS, COST OF COVER OR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, DIRECT OR INDIRECT DAMAGES ARISING FROM OR RELATING TO THE USE OF THE ASIM for AAIR.
Disclaimer of Warranty: TO THE EXTENT PERMITTED BY APPLICABLE LAW, ASIM for AAIR AND ALL C3 PATHWAYS PRODUCTS AND SERVICES ARE PROVIDED "AS IS" AND WITHOUT EXPRESS OR IMPLIED WARRANTY OF ANY KIND BY EITHER C3 PATHWAYS OR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION OR DELIVERY OF ASIM for AAIR OR OTHER PRODUCT OR SERVICE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. NO COVENANTS, WARRANTIES OR INDEMNITIES OF ANY KIND ARE GRANTED BY C3 PATHWAYS TO LICENSEE.
Term and Termination: The term of this Agreement shall begin on the [DATE] and shall be continuous and on-going for the duration of LICENSEE’s use of ASIM for AAIR. LICENSEE may terminate this Agreement at any time by ceasing use of ASIM for AAIR and returning or destroying all ASIM for AAIR materials obtained, created, or used pursuant to this Agreement; such termination does not relieve LICENSEE’s obligations under this Agreement for any claim, action, damages, or liability that arose or might arise in the future connected with LICENSEE’s usage of ASIM for AAIR under this Agreement. Termination of this Agreement shall not extinguish any of LICENSEE’s obligations under this Agreement (including, but not limited to, Limitation of Liability, Indemnification, and Disclaimer of Warranty) which continue after the date of termination in connection with any use of ASIM for AAIR by LICENSEE during the Agreement period. C3 PATHWAYS may terminate this Agreement with or without cause at the sole discretion of C3 PATHWAYS with thirty (30) days written notice to LICENSEE. In the event of violation of this Agreement by LICENSEE or in exigent circumstances as determined by C3 PATHWAYS, C3 PATHWAYS may terminate this Agreement with immediate effect upon notice to LICENSEE. In the event of termination of this Agreement, LICENSEE agrees to immediately cease and desist in use of ASIM for AAIR.
Successors/Assigns. This Agreement is binding upon and shall inure to the benefit of the respective successors and/or assigns of the parties hereto.
Integration. This Agreement sets forth the entire agreement between the parties with respect to the subject matter hereof, and may not be modified or amended except by written agreement executed by the parties hereto.
Severability. If any court or competent authority finds that any provision of this Agreement (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed to be deleted, and the validity and enforceability of the other provisions of this agreement shall not be affected.
Governing Law: Forum. This Agreement shall be governed by the laws of the State of Florida, and any action or claim by either party against the other shall be brought within Orange County, Florida.
Notice. The address of each party hereto as appended to this document shall be the appropriate address for the mailing of notices, if any, hereunder. All notices shall be sent via a tracked method, such as but not limited to certified or registered mail, and shall not be deemed received or effective unless and until delivery by the carrier. Either party may change their mailing address by written notice to the other.
IN WITNESS WHEREOF, the parties have caused this License Agreement to be executed the day and year set forth above.
C3 Pathways, Inc.
531 S Econ Cir. Suite 1001
Oviedo, FL 32765
By: William Godfrey
[CITY], [STATE] [ZIP]
Acting on behalf of [AGENCY NAME] as a duly authorized agent
[AGREE] I agree to the terms and conditions of the Active Shooter Incident Management (Asim) for Active Attack Integrated Response (AAIR) Copyright Permission Agreement (a copy of the executed Agreement will be emailed to you at the address provided).
IP Address: [IP ADDRESS]
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