01-406Council File # � 1—�O fp
Green Sheet # �\ t e�.3 l
/ RESOLUTION
OF $'AIl�I' PA�JL, ]�
t3
Presented By
Referred To Committee: Date
1 WHEREAS, the city of Saint Paul seeks to memorialize the gift which United Feature Syndicate,
2 Inc. has bestowed upon the city in the form a license to use its properry rights to certain images
during the city's recent Peanuts� on Parade promotion; and
4
5 WfIEREAS, United �eature Syndicate, Inc. now seeks to bestow upon the city of Saint Paul an
6 additional gift of a license to use 3ts properiy rights to certain Peanuts� images in the creation
7 and public display of a statue which will depict ten or eleven of such characters to be erected in
8 Saint Paul to commemorate Charles M. Schulz's birth in Saint Paul; and
9
10 WHEREAS, as a condition of granting the above gifts to the city of Saint Paul, United Feature
11 Syndicate, Inc, has requested the city enter into a"Peanuts� Licensing Agreement" which
12 describes the circuxnstances and conditions upon which the gift may be used and which includes
13 an indemnification agreement by the city in favor of United Feature Syndicate, Ina; now
14 therefare
15
16 BE IT RESOLVED that the city council hereby accepts the gifts from United Feature Syndicate,
17 Inc. in the form a license to use its property rights to certain images an the city's Peanuts� on
18 Parade promotion and Peanuts� scuipture project; and
19
24 BE IT FURTHER RESOLVED that the city council hereby authorizes the appropriate city
21 officials to execute and enter into the "Peanuts� Licensing Agreement" with United Feature
22 Syndicate, Inc for the license to use its property rights for the above-described public purpose.
Adoption Certified by Council Secretary
Hy:
Appx
By:
Requested by Department oP:
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BY: /
r
Form Approved by City Attomey
sr: �«�+^r Jf'/• K�6:,.._ . �-
Approved by �7ayor for Submission to Conncil
B c o�d-o--c_
Adopted by Council: Date ur—.J e4� e�Qp\
—'_,�� 1
DEPARTMENT/OFFICE/COUNCII.:
Pla�ning and Economic Dev.
CONTACf PERSON & PHONE:
JeffNelson x66560
MUST BE ON COWi CII. AGENDA BY (DATE)
04-25-2001
TOTALfFOFSIGNATOREPAGES
pA'� °`�T'"'�eD GREEN SHEET l�io.: 111231 ��-�io%
04-16-2001
�xw✓narE mnrin,.mArE
� S DEPARTMENf DIR. J� 4 CITY COUNCIL
ASSIGN 2 CITY ATTORNEY lC _ CITY CLERK
NUMBER ��CIAL SERV DIR. _ FINANCIAL SERV/ACCTG
FOR 3 MAYOR(ORASST.)_ � _CIVII.SERVICECOMMISSION
ROi7TINC
ORDER
ALL LOCATIONS FOR SIGNAI'[JRE)
acr[ox t�QUES�n: Acceptance of gift and authorization to enter into the "PEANIJTS� Licensing Agreement"
with United Features Syndicate.
RECOP.QIENDAITONS� Approve (A) or Reject (R)
PLANMN6 COMbIISSION
CIB COT9vIITTEE
CIVIL SERVICE COMNIISSION
CULTURAI.5TARBOARD
PERSONAL SERVICE CONIRACTS M[JST ANSR'ER THE FOLLOWING
QUESTiONS:
1. Hu this personl5=m ever worked undes a contract for ffi�s department?
Yes No
2. Hu tt�is persov/fum ever been a c�ty employee?
Yes No
3. Does this perso�lficm possess a skill not normaily possessed by any cunent city employee?
Yes No
Ezplain all yes answers on separate s6eet and attach tu green sheet
INIIYATING PROBLEM, ISSUE, OPPOR'CONITY (R`ho, W hat, When, Where, W6y):
The "PEANUTS� Licensing AgreemenY' grants the City of Saint Paul the ability to use the likeness of PEANUTS
characters for the PEANUTS on Parade program and the PEANLJTS Permanent Installation free of charge.
ADVANTAGESIFAPPROVED.
Projects will attract new visitors to downtown Saint Pau1 and neighborhoods and memorialize Charles M. Schulz, a
internarionally renowned cartoonist raised in Saint Paul.
DI5ADVANTAGESIFAPPROVED:
�\ ���
DISADVANTAGES IF NOT APPROVED:
United Features Syndicate may not allow the likeness of PEANiJTS characters to be used for these programs,
which would result in their termination.
TOTAL AMOUNT OF TRANSACTION: S 0
FUNDING SOURCE:
COSTIREVENUE BUDGE'fED: N7A
ACTIVITY NUMBER:
FINANCIAL INFORb1ATION: (EXPLAIl�
Cl—Ll�
" PEANUTS "
LICENSE AGREEMENT
THIS AGREEMENT, dated this day of , 2001, ber�ween
L3NTI'ED FEA"PC7RE SYNDICATE, LvTC., 200 Madison Avenue, 4ch Floor, NeR- York, New York 10016
("UFS"), and CITY OF SAINT PAUL, MINNESOTA, 400 City Hall, Sainc Paul, il�tinnesota 551Q2 (the
"Licensee"), is to evidence:
Definitions. For purposes of this Agreement the following definitions shall apply:
(a) The term "Advertisin� Materials" shall mean all items using che Copyrights or
Trademarks approved by LJFS for use by the Licensee in promoung the Project, the Products, the Sculpture,
or the Statue.
(b) The xerm "Characters" shall mean che likenesses of the characters which have
appeazed in the Feature prior to the date of execution of this Agreement.
(c� The term "Copyrights" shall mean all copyrights owned by [JFS prior to the date
of execution of this Agreement on installments of the Feature and on the Characters.
{d� The term "Feature" shall mean the comic strip enuded PEANLl'I'S, created by
Charles M. Schulz ("Schulz").
(e} The term "Product" shall mean a merchandise icem bearing or using the Copyrights
andlor the Trademarks through the depiction of one or mare Sculptures and approved byUFS in writing for
produccion and sale in con}unction with the Projecc.
(fl The term "Pro'ect" shall mean all elements of the Licensee's efforts to
commemorate Schulz, who was a native of Saint Pau1, Minnesota.
(� The term "Sculptures" shall mean sculprures depicting the Chazacter SNOOPY,
created by independent artists during the PEANUI'S ON PARADE event conducted by the Licensee during
calendar year 2000, all rights in said sculprures having been assigned to UFS by said utists in consideration of
their participauon in the event.
(h} The term "Sponsor" shall mean a sponsor of xhe Project, wluch conu-ibutes to the
cost of production of a Scutpture.
(i) The term "Statue" shall mean a statue depicvng up to ten or eJeven of the
Characters, co be erected at a location in Saint Pau1, Mimiesota, approved by UFS �rriting, to commetnoraze
Schulz's b;nh in Saim Paul.
�) The cerm "Territo ' shall mean the City of Saint Paul, Nfimiesoca.
(k) The term "Trademarks" shall mean and include che Characcers (to the extent used
as trademarks), rhe tide of the Feature, PEANU'I'S, the names of the Chazacters, and any combinations of the
foregoing.
2. Grant of License. UFS grants to the Licensee, on the terms and condicions ser
fonh in this Agreement: (a) the non-exclusive right and license to use the Copyrights and the Trademarks in
connection with the preparation and use of the Advertising Materials in the Temtory; (b) the non-exclusive
right to manufacture and use Products in connection with the promotion of the Project in the Temtory (the
Products co be distributed only throuc� such oudets as may be approved in advance in writing by IJFS); and
(c) the non-exclusive right to display the Statue in the Turitory.
OY��
3. Period of A�reement. "The period of this Agreement shall commence on April 1,
200�, and remaui in effecc for so long as the Licensee continues to display che Statue.
4. Sponsors; Disposition of Proceeds.
(a) Sponsors. L7FS shall have a right of prior approval over all Sponsors. iJFS hereby
confirms rhat it has approved all Sponsors acquired by the Licensee chrough rhe date of e�ecucion of this
Agreement.
(b) Disposition of Proceeds. All proceeds derived by the Licensee from the esercise
of the righcs licensed under this Agreement, including the auccion of certain of the Sculpwres through
Sotheby's.com, shall be delivered to The Saint Paul Foundation, Incorgorated (the "Foundation") and used
for the following purposes, in a manner consistent wish the Sep2embex 27, 2000, ab eement between 2he
Foundation and Charles M. Schulz Creauve Associates, Sanca Rosa, Califomia ("Creauce°): (i) aearion and
cnaintenance of the Statue; Ci) cartooning scholazships for the Saint Paul Gollege of Visual Acts; and (ui)
canooning scholazships for the art instruction school in Saint Paul attended by Schulz.
5. Qualiry Controls and Approval Procedures for Products Advertisin�
Materials, and Statue
(a) Warranty of Quality. The Licensee warrancs that no injurious, delecerious, or toYic
substances will be used in or on the Produas; that the Products will not cause harm when used; that the
Produccs will be manufacnzred, tested, so1d, and distributed in stricc compliance with all applicable laws and
regulauons (including, but not limited co, local labor laws); and that neither the Licensee nor any
manufacnu used by the Licensee use or will use or condone or will condone the use of child labor or
sweacshop practices.
(b) Approval Procedures for Products, Advertisi� Materials, and
(i) General. The Licensee shall comply with all reasonable procedures which LTFS may
from tune to time adopt regazding its approval of Products and Advenising Materials which the Licensee
proposes to manufaaure, sell, or use under this Agreemenx. These approval procedures shall be
implemenced using prescribed fotms to be supplied to the Licensee by LJFS, and shall incorporate the basic
approval requirements and steps outlined in the following subparagraphs. The Licensee agrees to retain in its
files all materials relating to approvals while this Agreement remains in effect and for one year thereafrer.
The J..icensee acknowledges that all materials submitted for approval under this Agreement shall require the
approval of Creative in addition to that of UFS.
(u) Special Provisions Relatin� to Products. Subject to UFS's prior written consent
on a case-by-case basis, the Licensee shall have rhe right to arrange with a third part} to manufarnue the
Products or components thereof for exclusive use and distribuuon by the Licensee. UFS confirms its
approval of the Licensee's use of Tivoli Too to manufaccure the Products. The Licensee agrees to enter into
a written agreement with all such manufatturers, and agrees to incorporate into such written agreements all of
the provisions, for the protection of the rights of I7F5, wluch are contained in the form manufacrurer
agreement which has been prepazed by IJFS for such purposes, and is available from IJFS. The Licensee
fur�her agrees to fumish UFS within 30 days of their execution copies of all agreements wich such
manufacnu The Licensee agrees strictly to enforce against its manufacturers all of the provisions which
aze required to be included in such agreements for the protection of LTFS; to advise UFS of any violations
rhereof by manufacturers, and of corrective actions taken by the Licensee and the resuks thereof; and at the
request of LTFS to temzivate such an agreement with any manufacturer which violates any of such provisions
for the proteccion of IJFS. If the Licensee fails to esercise such tesininadon rights by gio-ing written notice to
the other pany within 20 days afrer being requested to do so in writing byUFS, the Licensee appoints UFS its
irrevocabie aztomey-in-fact to send a notice of termination in the nazne of the I.icensee to such party for the
purpose of termuiating the agreement or any specific rights of the parry under such agreement.
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(iu� Approval of Products. For each different Produa, the Licensee shall subrrait to
LJFS for its review and approval the following materials, in the order stated:
(A) a generic sample of the type of Produa in question;
(B) a preproduction sample of ihe Product, where appropriate, or a preproduction final
sample of the Product, showing in either case the eYact form and quality the Producc will have when
manufactured in production quantitaes; and
(C) four idenucal pxoduccion samples of rhe Producc, to he submitced unmediately upon
commencement o£ disuiburion of che Product.
The Licensee shall comply with all of the foregoing approval steps for each Product, obtaining LIFS's written
approval at each step of the procedure, unless by prior written nodce from UFS it is exemp[ed from any such
step wirh respecc to a specific Producc. LJFS confums that it has approved all Produtts produced by ihe
Licensee through the date of eacecution of this Agreetnent.
(iv) Approval of Advertisin� Materials. For each different icem of Advertising
Macerial which the Licensee (or any party acting on its behal fl proposes to produce and use under this
Agreement, the Licensee shall submic co LT�S for its review and approval the following materials, in the order
scaced:
(A) proposed written copp for the item of Adverusing Material, with attached roug� azt
showing how the Copyrights and Trademarks will be used in connecuon with the copy;
and Trademarks;
(B) final copy for the item, with fuushed "lift" art, showuig the use of the Copyrighcs
(C) finished mechanicals for the item; and
(D) four fmal printed samples of ihe item
The Licensee shall comply wi[h all o£ the foregoing approval steps for each item of Advercising Material,
obtaining LTFS's written approval at each step of the procedure, unless by prior written notice from UFS it is
e�cempted from any such step with respect to a specific item of Advertising MateriaL tTFS confums that it
has approved all Advertising Materials produced by the Licensee through the date of execution of this
Agreement.
(v) Approval of Statue. The Licensee shall submit to LTFS for its review and approval
a preliminary design of the Starue.
(vi) Approval Standards. UFS shall have the right to disapprove any materials
submitced to it under subpazagraphs 5(b)(iu), 5(b)(iv), and 5(b)(v) if it deternuties, in the eacercise of its good
faith judgment, that the matexials in question would impair the value and goodw associated wirh the
Feature, the Copyri�ts, the Trademarks, or UFS's licensing program £or the Copyrighu and the Traden�
by reason of (A) their failure to satisfy the general quality standards set forrh in subpazagraph 5(a); (B) their
use of artwork, designs, or concepts which fail accuntely to depict the Characters or the evencs or thesnes
portrayed in the Feature; (C) their use of materials which are uner.hical, unmoral, or offensive to good taste or
would otherwise cause harm to the unage or reputation of the Feature or the Characters; (D) their failure to
carry proper copyrigh[ or trademark notices; or (E) any other reasona6le cause.
(vu) Time for Approval bY �S. UFS agrees to use reasonable efforts to notify the
Licensee in writing of its approval or disapproval of any materials submitted to it under subparagraphs
5(b)(iu�, 5(b)(v), and 5(b)(v� within 20 business days afrer its receipt of such materials, and agrees, in the case
of its disapproval, to notify the Licensee in writing of its reasons for disapprovaL
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o� -v�+�.
(c) Maintenance of Quality of Products; Inspection of Production Facilities. T4ie
Licensee agrees to mauitain the qualiry of each Product manufactured under this Agreement up to che
specifications, qualiry, and finish of the produccion sample of such Product which �vas approved by UFS
under subpazagraph 5(b)(ui), and agrees not xo change the Product in any material respect withouc firsc
submitting to LTFS samples showing such proposed changes and obtaining UFS's written approval of such
samples. Prom time to rime afrer it has commenced manufacnning Products, the Licensee, upon request,
shall fiunish free of charge to UFS a reasonable number of random producrion samples of any Product
specified by IJFS in its request Also, upon requesc, the Licensee shall fumish to UFS the addresses of the
production facilities used by rhe Licensee for manufacturing the Produccs, and shall make anangements for
IIFS or its representatives to inspect such produccion facilities during reasonable business hours.
(d) Use of UFS's Web Site Address. The Licensee shall place on all Produas and on
all Advertising Macerials L7FS's web site address, as follows: "wwwsnoopy.com".
(e) Miscellaneous.
(i) Artwork. If the Licensee requests CTPS to fuaush it wich any special amvork or
copies of material from the Feature, the Licensee agrees to reimburse UFS for its costs of supplying such
ma[erials to che Licensee, inctuding, withouc limitation, travel expenses incurred at [he Licensee's request by
UFS's in-house art personnel.
(u} Use of Characters in Products and Advertisin� Materials. The Characcers shall
not be combined in any Product or item of Adverrising Material with any other canoon characters without
UFS's prior written consent.
6. Copyri�ht Provisions.
(a) Copyri�ht Notices. The authorizauon of CJFS to rhe Licensee to make public
distriburion of the Produc[s and Adverrising Materials is expressly conditioned upon the £ollowing agreement
of the Licensee. The Licensee agrees [o place on all Products and Advertising Matexials the cogyxight notices
in the nazne of I7FS specified in wxivng by UFS.
(b} tlffixation of Notice; Name of Copyright Owner. The Licensee acknowledges
that proper copyright notices must be permanendy affiaced to all Products and Advertising Materials and to
any separate portions of Products and Advertising Materials which contain che Characters and which are
intended to be used separately by rhe user. The Licensee agrees that it will not, without iJFS's prior written
consent, affi�c to the Produccs or Advertising Materials a copyright nouce in its nazne or the name of any
person, Finn, or corporation other than UFS.
(c) Assi�nment by Licensee. The Licensee sells, assigns, and uansfers to UFS its
entire, worldwide right, tide, and interest in and to all "new works" or "derivauve works" previously or
hereafrer created using the Charaaers, induding, but not limited to, the copyrights and renewal copyrights
thereon. If parties who are not employees of the Licensee living in the United States m3ke or have made any
contribution to the creation of a"new work," so that they might be deemed "authors" of the same as that
term is used in present or funu United States copyzight statutes, the Licensee agrees to obtain from such
parties a comparabie full assignment of rights so that the foregoing assignment by the Licensee vests in UFS
full rights in the °new work,° free o£ any claims, interests, or rights o£ such parties. The Licensee agrees not
to permit any of its employees to obtain or reserve any rights as "authors" of such "new works." At UFS's
request, the Licensee agrees to furnish LTFS wirh full infortnation conceining the creation of "new works"
and with copies of assignments of righ[s obcained from other parties. The Licensee warrancs that it has
obtained a comparable full assignment of rights from all independent artists who created Sculptures.
7. Infrin�ements. When the Licensee leams that a parry is or may be making
unauthorized uses of the Cogyrights or Trademuks, the Licensee agrees promptly to give IJFS written notice
containing full information wirh respea to the actions by such party. The Licensee agrees ix will not snake
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any demands or claims, bnng suit, effect any settlements, or take any other acuon �vithout the prior written
consent of IJFS £or the infringement or possible infringement of any of the rights granted to the Licensee
under this Agreement or of any of the Copyrighu or Trademarks. The Licensee agrees to cooperate wirh
LTFS at no out-of-pocket expense to the Licensee in connection with anp action taken by I3FS to tem�ivate
infringemenLS. [7FS shall retain 100°!0 of all nec aznounts recovered from infringers.
8. Indemnification. The Licensee agrees co defend, indemsufy, and hold LTFS
ham�less from any and all clauns (and liabilities, judgmenu, penakies, losses, costs, damages, and eacpenses
resulting cherefrom, including reasonable attomeys' fees) (a) made by ti�i-d parties agzinst UFS or suffered or
incurred by UFS by reason of or in connection with any act under or in violation of rhis Agreemenc by the
Licensee, and its subsidiaries, manufacturers, distributors, or other persons, or the employees or agents of any
of the foregoing, induding, but not limited to, the manufacture, distribution, exploitation, advenising, sale, or
use of the Products or xhe Advenising Materials, exduding, however, any daims based solely upon the use of
the Copyrights or the Trademarlis by any of the foregoing panies pursuant to the terms of this Agreement; or
(b) suffered or incurred by IJFS as a result o£ dissemination of the Advertising Materials or discnbution of the
Produccs outside the Territory by the Licensee or any rhird parcy.
4. Reservation of Ri�hts. All rights in and to the Feature, the Copyrighcs, and the
Tndemarks are retained by UFS for its own use, eYCept for the specific rights which are granted to the
Licensee under this Agreement. UFS reserves the right to use, and to license other panies to use, the
Copyrights and the Tradema�s in the Temtory for any pucpose T.TFS may detemvne.
10. No Assertion of Ri�hts. The Licensee shall not, during the period of this
Agreement or thereafter, direcdy or indirectly: (a) assen any interest or propeny rights in any of the
Tndemarks or any word or phrase confusingly similar with any of the Tndemarks or associaced with the
Feature; or (b) register, attempt to register, or adopt any of the Trademarks, or any word or phrase
confusingly similu with any of the Trademarks or associated with the Feature, as a cmdemark, service mark,
trade nazne, corporate name, or Intemet domain name; or (c) challenge or deny the validity of the
Tndemarks or UFS's ownership of the Trademarlis; or (d) pernut or acquiesce in any of the foregoing
activities by any of the Licensee's subsidiaries, manufaccurers, distributors, shareholders or other owners of an
equiry inxerest, or the agents or employees of any o£ the foregoing, or of the Licensee.
11. Breach and Tennniation.
(a) Curable Breaches. I£ either pazty hreaches any of the temu and provisions of this
Agreement, and the party involved fails to cure she breach within 30 days af2er receiving written nouce by
cercified or registered mail from the other pany specifying the patticulazs of the breach, the nondefaulvng
puty shall have the right to ternunace this Agreement by giving written norice to the defaulung party by
registered or cereified mail.
(b) Effect of Ternvnation. Teimuiauon of this Agreement under r.he provisions of
this paragraph 11 or rhe provisions set £orth elsewhere in this Agreement shall be without prejudice to any
rights or claims wluch IJFS may otherwise have against the Licensee.
(c) Discontinuance of Use of Copvri�hts, Trademazks, Etc. Upon the e�cpiration
or eazlier ternunation of this Agreement, the Licensee agrees immediately and permanently to discontinue
manufacturing, selling, distributing, and using the Products and Advertising Materials in connection with
advenising and promoting the Projett; immediately and permanendy to discontinue using the Copyrights and
the Trademarks; at tJFS's opuon, inunediately to desuoy, in the presence of UFS's designated representuive,
any films, molds, dies, patterns, or similar items from which the Producu or tldvertising Macerials were made,
where any Copyright or Trademark is an incegral part thereof, or, altemauvely, deliver such films, molds, dies,
pattems, or similar items to IIrS's designated representative; immediaxely deliver to TJFS or its designated
represencarive, ac the Licensee's expense, all Feature-related materials in xhe Licensee's possession, custody, or
control, wherher created by the Licensee or supplied to the Licensee by L7FS, including, but not limited to,
Feature-related art banits and analogous materials; and inzrnediately to termivate all agreements with
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znanufacturers, disLributors, and others which relate to the manufacture, sale, discriburion, and use of the
Products or Advertising Materials. On tennination of this Agreement bp UFS for cause, the Licensee shall, at
UFS's oprion and at the Licensee's �pense, either deliver its inventory of the Producu and Advenising
Macerials to L7FS or UFS's designated representative, or destroy its inventory of the Produas and Advercising
Materials and supply UFS with a notarized cercificate of desuucrion.
12. Miscellaneous Provisions
(a) Restriction on Assi„nments. The Licensee shall not directl} or indirectl}� assign,
transfer, sublicense, or encumber any of its rights under this Agreemen� wirhout the pnor wnccen consent of
LTFS. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of UFS.
{6) Parties Not joint Venturers. Nothing contained in this Agreement shall be
construed so as to make the parues partners or joint vennu or to pemut the Licensee to bind UFS to any
agreement or purport to act on behalf of [JFS in any respect. .
(c) Modifications of Agreement; Remedies. I�io waiver or modificauon of any of
the cerms of this Agreement shall be valid unless in writing, signed by both panies. Failure by either pazty co
enforce any rights under this Agreement shall not be consuued as a waiver of such nghts, nor shall a waiver
by either parcy of a defaulc in one or more inscances be construed as a conunuing waiver or as a waiver in
other instances.
(d} Invalidity of Separable Provisions. If any term or provision of this Agreement is
far any reason held to be invalid, such invalidity shall not a$ect any ocher term or provision, and chis
Agreement shall be interpreted as if such term or provision had never been contained in xhis Agreement.
(e) Notices. All notices to be given (which shall be in writin� shall be given at the
respecdve addresses of the parties as set forth on page 1, unless nodficacion of a change of address is given in
writing. The date of mailing shall be deemed to be the date the notice is given. The Licensee acknowledges
thac LJFS's agent for service of process in New York is the Secre[azy of State of 1Vew York, Depaztment of
State, 162 Washington Avenue, Albany, New York 12231.
(fl Headin�s. The paragraph headings of �us Agreement are insened only for
convenience and shall not be construed as a part of ttus Agreement.
(g) Entire Understandin�. This Agreement contains the entire understanding of che
parties with respect to its subject matter. Any representations or agreements by any agent or representative of
either patty to the contrary shall be of no effect.
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(h) Goveinin� Law. This Agreement shall be construed according to the laws of the
State of New York, regardless of the place or places of its physical e�cec.ution and performance.
IN WPI'NESS WF3EREOF, rhe parties have eicecuted this Agreement as of the date set
forth above.
UNITED FEATURE SYI�DICATE, LNC.
By
Tide
CTTY OP SAINT PAUL
B
Tide
FHA0199\95004\53800\SITB 10\FHA03AGT
fha2f23f01
m
Director of Financial Services
Approved as to form:
�
City Attomey
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Council File # � 1—�O fp
Green Sheet # �\ t e�.3 l
/ RESOLUTION
OF $'AIl�I' PA�JL, ]�
t3
Presented By
Referred To Committee: Date
1 WHEREAS, the city of Saint Paul seeks to memorialize the gift which United Feature Syndicate,
2 Inc. has bestowed upon the city in the form a license to use its properry rights to certain images
during the city's recent Peanuts� on Parade promotion; and
4
5 WfIEREAS, United �eature Syndicate, Inc. now seeks to bestow upon the city of Saint Paul an
6 additional gift of a license to use 3ts properiy rights to certain Peanuts� images in the creation
7 and public display of a statue which will depict ten or eleven of such characters to be erected in
8 Saint Paul to commemorate Charles M. Schulz's birth in Saint Paul; and
9
10 WHEREAS, as a condition of granting the above gifts to the city of Saint Paul, United Feature
11 Syndicate, Inc, has requested the city enter into a"Peanuts� Licensing Agreement" which
12 describes the circuxnstances and conditions upon which the gift may be used and which includes
13 an indemnification agreement by the city in favor of United Feature Syndicate, Ina; now
14 therefare
15
16 BE IT RESOLVED that the city council hereby accepts the gifts from United Feature Syndicate,
17 Inc. in the form a license to use its property rights to certain images an the city's Peanuts� on
18 Parade promotion and Peanuts� scuipture project; and
19
24 BE IT FURTHER RESOLVED that the city council hereby authorizes the appropriate city
21 officials to execute and enter into the "Peanuts� Licensing Agreement" with United Feature
22 Syndicate, Inc for the license to use its property rights for the above-described public purpose.
Adoption Certified by Council Secretary
Hy:
Appx
By:
Requested by Department oP:
���
BY: /
r
Form Approved by City Attomey
sr: �«�+^r Jf'/• K�6:,.._ . �-
Approved by �7ayor for Submission to Conncil
B c o�d-o--c_
Adopted by Council: Date ur—.J e4� e�Qp\
—'_,�� 1
DEPARTMENT/OFFICE/COUNCII.:
Pla�ning and Economic Dev.
CONTACf PERSON & PHONE:
JeffNelson x66560
MUST BE ON COWi CII. AGENDA BY (DATE)
04-25-2001
TOTALfFOFSIGNATOREPAGES
pA'� °`�T'"'�eD GREEN SHEET l�io.: 111231 ��-�io%
04-16-2001
�xw✓narE mnrin,.mArE
� S DEPARTMENf DIR. J� 4 CITY COUNCIL
ASSIGN 2 CITY ATTORNEY lC _ CITY CLERK
NUMBER ��CIAL SERV DIR. _ FINANCIAL SERV/ACCTG
FOR 3 MAYOR(ORASST.)_ � _CIVII.SERVICECOMMISSION
ROi7TINC
ORDER
ALL LOCATIONS FOR SIGNAI'[JRE)
acr[ox t�QUES�n: Acceptance of gift and authorization to enter into the "PEANIJTS� Licensing Agreement"
with United Features Syndicate.
RECOP.QIENDAITONS� Approve (A) or Reject (R)
PLANMN6 COMbIISSION
CIB COT9vIITTEE
CIVIL SERVICE COMNIISSION
CULTURAI.5TARBOARD
PERSONAL SERVICE CONIRACTS M[JST ANSR'ER THE FOLLOWING
QUESTiONS:
1. Hu this personl5=m ever worked undes a contract for ffi�s department?
Yes No
2. Hu tt�is persov/fum ever been a c�ty employee?
Yes No
3. Does this perso�lficm possess a skill not normaily possessed by any cunent city employee?
Yes No
Ezplain all yes answers on separate s6eet and attach tu green sheet
INIIYATING PROBLEM, ISSUE, OPPOR'CONITY (R`ho, W hat, When, Where, W6y):
The "PEANUTS� Licensing AgreemenY' grants the City of Saint Paul the ability to use the likeness of PEANUTS
characters for the PEANUTS on Parade program and the PEANLJTS Permanent Installation free of charge.
ADVANTAGESIFAPPROVED.
Projects will attract new visitors to downtown Saint Pau1 and neighborhoods and memorialize Charles M. Schulz, a
internarionally renowned cartoonist raised in Saint Paul.
DI5ADVANTAGESIFAPPROVED:
�\ ���
DISADVANTAGES IF NOT APPROVED:
United Features Syndicate may not allow the likeness of PEANiJTS characters to be used for these programs,
which would result in their termination.
TOTAL AMOUNT OF TRANSACTION: S 0
FUNDING SOURCE:
COSTIREVENUE BUDGE'fED: N7A
ACTIVITY NUMBER:
FINANCIAL INFORb1ATION: (EXPLAIl�
Cl—Ll�
" PEANUTS "
LICENSE AGREEMENT
THIS AGREEMENT, dated this day of , 2001, ber�ween
L3NTI'ED FEA"PC7RE SYNDICATE, LvTC., 200 Madison Avenue, 4ch Floor, NeR- York, New York 10016
("UFS"), and CITY OF SAINT PAUL, MINNESOTA, 400 City Hall, Sainc Paul, il�tinnesota 551Q2 (the
"Licensee"), is to evidence:
Definitions. For purposes of this Agreement the following definitions shall apply:
(a) The term "Advertisin� Materials" shall mean all items using che Copyrights or
Trademarks approved by LJFS for use by the Licensee in promoung the Project, the Products, the Sculpture,
or the Statue.
(b) The xerm "Characters" shall mean che likenesses of the characters which have
appeazed in the Feature prior to the date of execution of this Agreement.
(c� The term "Copyrights" shall mean all copyrights owned by [JFS prior to the date
of execution of this Agreement on installments of the Feature and on the Characters.
{d� The term "Feature" shall mean the comic strip enuded PEANLl'I'S, created by
Charles M. Schulz ("Schulz").
(e} The term "Product" shall mean a merchandise icem bearing or using the Copyrights
andlor the Trademarks through the depiction of one or mare Sculptures and approved byUFS in writing for
produccion and sale in con}unction with the Projecc.
(fl The term "Pro'ect" shall mean all elements of the Licensee's efforts to
commemorate Schulz, who was a native of Saint Pau1, Minnesota.
(� The term "Sculptures" shall mean sculprures depicting the Chazacter SNOOPY,
created by independent artists during the PEANUI'S ON PARADE event conducted by the Licensee during
calendar year 2000, all rights in said sculprures having been assigned to UFS by said utists in consideration of
their participauon in the event.
(h} The term "Sponsor" shall mean a sponsor of xhe Project, wluch conu-ibutes to the
cost of production of a Scutpture.
(i) The term "Statue" shall mean a statue depicvng up to ten or eJeven of the
Characters, co be erected at a location in Saint Pau1, Mimiesota, approved by UFS �rriting, to commetnoraze
Schulz's b;nh in Saim Paul.
�) The cerm "Territo ' shall mean the City of Saint Paul, Nfimiesoca.
(k) The term "Trademarks" shall mean and include che Characcers (to the extent used
as trademarks), rhe tide of the Feature, PEANU'I'S, the names of the Chazacters, and any combinations of the
foregoing.
2. Grant of License. UFS grants to the Licensee, on the terms and condicions ser
fonh in this Agreement: (a) the non-exclusive right and license to use the Copyrights and the Trademarks in
connection with the preparation and use of the Advertising Materials in the Temtory; (b) the non-exclusive
right to manufacture and use Products in connection with the promotion of the Project in the Temtory (the
Products co be distributed only throuc� such oudets as may be approved in advance in writing by IJFS); and
(c) the non-exclusive right to display the Statue in the Turitory.
OY��
3. Period of A�reement. "The period of this Agreement shall commence on April 1,
200�, and remaui in effecc for so long as the Licensee continues to display che Statue.
4. Sponsors; Disposition of Proceeds.
(a) Sponsors. L7FS shall have a right of prior approval over all Sponsors. iJFS hereby
confirms rhat it has approved all Sponsors acquired by the Licensee chrough rhe date of e�ecucion of this
Agreement.
(b) Disposition of Proceeds. All proceeds derived by the Licensee from the esercise
of the righcs licensed under this Agreement, including the auccion of certain of the Sculpwres through
Sotheby's.com, shall be delivered to The Saint Paul Foundation, Incorgorated (the "Foundation") and used
for the following purposes, in a manner consistent wish the Sep2embex 27, 2000, ab eement between 2he
Foundation and Charles M. Schulz Creauve Associates, Sanca Rosa, Califomia ("Creauce°): (i) aearion and
cnaintenance of the Statue; Ci) cartooning scholazships for the Saint Paul Gollege of Visual Acts; and (ui)
canooning scholazships for the art instruction school in Saint Paul attended by Schulz.
5. Qualiry Controls and Approval Procedures for Products Advertisin�
Materials, and Statue
(a) Warranty of Quality. The Licensee warrancs that no injurious, delecerious, or toYic
substances will be used in or on the Produas; that the Products will not cause harm when used; that the
Produccs will be manufacnzred, tested, so1d, and distributed in stricc compliance with all applicable laws and
regulauons (including, but not limited co, local labor laws); and that neither the Licensee nor any
manufacnu used by the Licensee use or will use or condone or will condone the use of child labor or
sweacshop practices.
(b) Approval Procedures for Products, Advertisi� Materials, and
(i) General. The Licensee shall comply with all reasonable procedures which LTFS may
from tune to time adopt regazding its approval of Products and Advenising Materials which the Licensee
proposes to manufaaure, sell, or use under this Agreemenx. These approval procedures shall be
implemenced using prescribed fotms to be supplied to the Licensee by LJFS, and shall incorporate the basic
approval requirements and steps outlined in the following subparagraphs. The Licensee agrees to retain in its
files all materials relating to approvals while this Agreement remains in effect and for one year thereafrer.
The J..icensee acknowledges that all materials submitted for approval under this Agreement shall require the
approval of Creative in addition to that of UFS.
(u) Special Provisions Relatin� to Products. Subject to UFS's prior written consent
on a case-by-case basis, the Licensee shall have rhe right to arrange with a third part} to manufarnue the
Products or components thereof for exclusive use and distribuuon by the Licensee. UFS confirms its
approval of the Licensee's use of Tivoli Too to manufaccure the Products. The Licensee agrees to enter into
a written agreement with all such manufatturers, and agrees to incorporate into such written agreements all of
the provisions, for the protection of the rights of I7F5, wluch are contained in the form manufacrurer
agreement which has been prepazed by IJFS for such purposes, and is available from IJFS. The Licensee
fur�her agrees to fumish UFS within 30 days of their execution copies of all agreements wich such
manufacnu The Licensee agrees strictly to enforce against its manufacturers all of the provisions which
aze required to be included in such agreements for the protection of LTFS; to advise UFS of any violations
rhereof by manufacturers, and of corrective actions taken by the Licensee and the resuks thereof; and at the
request of LTFS to temzivate such an agreement with any manufacturer which violates any of such provisions
for the proteccion of IJFS. If the Licensee fails to esercise such tesininadon rights by gio-ing written notice to
the other pany within 20 days afrer being requested to do so in writing byUFS, the Licensee appoints UFS its
irrevocabie aztomey-in-fact to send a notice of termination in the nazne of the I.icensee to such party for the
purpose of termuiating the agreement or any specific rights of the parry under such agreement.
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(iu� Approval of Products. For each different Produa, the Licensee shall subrrait to
LJFS for its review and approval the following materials, in the order stated:
(A) a generic sample of the type of Produa in question;
(B) a preproduction sample of ihe Product, where appropriate, or a preproduction final
sample of the Product, showing in either case the eYact form and quality the Producc will have when
manufactured in production quantitaes; and
(C) four idenucal pxoduccion samples of rhe Producc, to he submitced unmediately upon
commencement o£ disuiburion of che Product.
The Licensee shall comply with all of the foregoing approval steps for each Product, obtaining LIFS's written
approval at each step of the procedure, unless by prior written nodce from UFS it is exemp[ed from any such
step wirh respecc to a specific Producc. LJFS confums that it has approved all Produtts produced by ihe
Licensee through the date of eacecution of this Agreetnent.
(iv) Approval of Advertisin� Materials. For each different icem of Advertising
Macerial which the Licensee (or any party acting on its behal fl proposes to produce and use under this
Agreement, the Licensee shall submic co LT�S for its review and approval the following materials, in the order
scaced:
(A) proposed written copp for the item of Adverusing Material, with attached roug� azt
showing how the Copyrights and Trademarks will be used in connecuon with the copy;
and Trademarks;
(B) final copy for the item, with fuushed "lift" art, showuig the use of the Copyrighcs
(C) finished mechanicals for the item; and
(D) four fmal printed samples of ihe item
The Licensee shall comply wi[h all o£ the foregoing approval steps for each item of Advercising Material,
obtaining LTFS's written approval at each step of the procedure, unless by prior written notice from UFS it is
e�cempted from any such step with respect to a specific item of Advertising MateriaL tTFS confums that it
has approved all Advertising Materials produced by the Licensee through the date of execution of this
Agreement.
(v) Approval of Statue. The Licensee shall submit to LTFS for its review and approval
a preliminary design of the Starue.
(vi) Approval Standards. UFS shall have the right to disapprove any materials
submitced to it under subpazagraphs 5(b)(iu), 5(b)(iv), and 5(b)(v) if it deternuties, in the eacercise of its good
faith judgment, that the matexials in question would impair the value and goodw associated wirh the
Feature, the Copyri�ts, the Trademarks, or UFS's licensing program £or the Copyrighu and the Traden�
by reason of (A) their failure to satisfy the general quality standards set forrh in subpazagraph 5(a); (B) their
use of artwork, designs, or concepts which fail accuntely to depict the Characters or the evencs or thesnes
portrayed in the Feature; (C) their use of materials which are uner.hical, unmoral, or offensive to good taste or
would otherwise cause harm to the unage or reputation of the Feature or the Characters; (D) their failure to
carry proper copyrigh[ or trademark notices; or (E) any other reasona6le cause.
(vu) Time for Approval bY �S. UFS agrees to use reasonable efforts to notify the
Licensee in writing of its approval or disapproval of any materials submitted to it under subparagraphs
5(b)(iu�, 5(b)(v), and 5(b)(v� within 20 business days afrer its receipt of such materials, and agrees, in the case
of its disapproval, to notify the Licensee in writing of its reasons for disapprovaL
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o� -v�+�.
(c) Maintenance of Quality of Products; Inspection of Production Facilities. T4ie
Licensee agrees to mauitain the qualiry of each Product manufactured under this Agreement up to che
specifications, qualiry, and finish of the produccion sample of such Product which �vas approved by UFS
under subpazagraph 5(b)(ui), and agrees not xo change the Product in any material respect withouc firsc
submitting to LTFS samples showing such proposed changes and obtaining UFS's written approval of such
samples. Prom time to rime afrer it has commenced manufacnning Products, the Licensee, upon request,
shall fiunish free of charge to UFS a reasonable number of random producrion samples of any Product
specified by IJFS in its request Also, upon requesc, the Licensee shall fumish to UFS the addresses of the
production facilities used by rhe Licensee for manufacturing the Produccs, and shall make anangements for
IIFS or its representatives to inspect such produccion facilities during reasonable business hours.
(d) Use of UFS's Web Site Address. The Licensee shall place on all Produas and on
all Advertising Macerials L7FS's web site address, as follows: "wwwsnoopy.com".
(e) Miscellaneous.
(i) Artwork. If the Licensee requests CTPS to fuaush it wich any special amvork or
copies of material from the Feature, the Licensee agrees to reimburse UFS for its costs of supplying such
ma[erials to che Licensee, inctuding, withouc limitation, travel expenses incurred at [he Licensee's request by
UFS's in-house art personnel.
(u} Use of Characters in Products and Advertisin� Materials. The Characcers shall
not be combined in any Product or item of Adverrising Material with any other canoon characters without
UFS's prior written consent.
6. Copyri�ht Provisions.
(a) Copyri�ht Notices. The authorizauon of CJFS to rhe Licensee to make public
distriburion of the Produc[s and Adverrising Materials is expressly conditioned upon the £ollowing agreement
of the Licensee. The Licensee agrees [o place on all Products and Advertising Matexials the cogyxight notices
in the nazne of I7FS specified in wxivng by UFS.
(b} tlffixation of Notice; Name of Copyright Owner. The Licensee acknowledges
that proper copyright notices must be permanendy affiaced to all Products and Advertising Materials and to
any separate portions of Products and Advertising Materials which contain che Characters and which are
intended to be used separately by rhe user. The Licensee agrees that it will not, without iJFS's prior written
consent, affi�c to the Produccs or Advertising Materials a copyright nouce in its nazne or the name of any
person, Finn, or corporation other than UFS.
(c) Assi�nment by Licensee. The Licensee sells, assigns, and uansfers to UFS its
entire, worldwide right, tide, and interest in and to all "new works" or "derivauve works" previously or
hereafrer created using the Charaaers, induding, but not limited to, the copyrights and renewal copyrights
thereon. If parties who are not employees of the Licensee living in the United States m3ke or have made any
contribution to the creation of a"new work," so that they might be deemed "authors" of the same as that
term is used in present or funu United States copyzight statutes, the Licensee agrees to obtain from such
parties a comparabie full assignment of rights so that the foregoing assignment by the Licensee vests in UFS
full rights in the °new work,° free o£ any claims, interests, or rights o£ such parties. The Licensee agrees not
to permit any of its employees to obtain or reserve any rights as "authors" of such "new works." At UFS's
request, the Licensee agrees to furnish LTFS wirh full infortnation conceining the creation of "new works"
and with copies of assignments of righ[s obcained from other parties. The Licensee warrancs that it has
obtained a comparable full assignment of rights from all independent artists who created Sculptures.
7. Infrin�ements. When the Licensee leams that a parry is or may be making
unauthorized uses of the Cogyrights or Trademuks, the Licensee agrees promptly to give IJFS written notice
containing full information wirh respea to the actions by such party. The Licensee agrees ix will not snake
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C� —4csS.
any demands or claims, bnng suit, effect any settlements, or take any other acuon �vithout the prior written
consent of IJFS £or the infringement or possible infringement of any of the rights granted to the Licensee
under this Agreement or of any of the Copyrighu or Trademarks. The Licensee agrees to cooperate wirh
LTFS at no out-of-pocket expense to the Licensee in connection with anp action taken by I3FS to tem�ivate
infringemenLS. [7FS shall retain 100°!0 of all nec aznounts recovered from infringers.
8. Indemnification. The Licensee agrees co defend, indemsufy, and hold LTFS
ham�less from any and all clauns (and liabilities, judgmenu, penakies, losses, costs, damages, and eacpenses
resulting cherefrom, including reasonable attomeys' fees) (a) made by ti�i-d parties agzinst UFS or suffered or
incurred by UFS by reason of or in connection with any act under or in violation of rhis Agreemenc by the
Licensee, and its subsidiaries, manufacturers, distributors, or other persons, or the employees or agents of any
of the foregoing, induding, but not limited to, the manufacture, distribution, exploitation, advenising, sale, or
use of the Products or xhe Advenising Materials, exduding, however, any daims based solely upon the use of
the Copyrights or the Trademarlis by any of the foregoing panies pursuant to the terms of this Agreement; or
(b) suffered or incurred by IJFS as a result o£ dissemination of the Advertising Materials or discnbution of the
Produccs outside the Territory by the Licensee or any rhird parcy.
4. Reservation of Ri�hts. All rights in and to the Feature, the Copyrighcs, and the
Tndemarks are retained by UFS for its own use, eYCept for the specific rights which are granted to the
Licensee under this Agreement. UFS reserves the right to use, and to license other panies to use, the
Copyrights and the Tradema�s in the Temtory for any pucpose T.TFS may detemvne.
10. No Assertion of Ri�hts. The Licensee shall not, during the period of this
Agreement or thereafter, direcdy or indirectly: (a) assen any interest or propeny rights in any of the
Tndemarks or any word or phrase confusingly similar with any of the Tndemarks or associaced with the
Feature; or (b) register, attempt to register, or adopt any of the Trademarks, or any word or phrase
confusingly similu with any of the Trademarks or associated with the Feature, as a cmdemark, service mark,
trade nazne, corporate name, or Intemet domain name; or (c) challenge or deny the validity of the
Tndemarks or UFS's ownership of the Trademarlis; or (d) pernut or acquiesce in any of the foregoing
activities by any of the Licensee's subsidiaries, manufaccurers, distributors, shareholders or other owners of an
equiry inxerest, or the agents or employees of any o£ the foregoing, or of the Licensee.
11. Breach and Tennniation.
(a) Curable Breaches. I£ either pazty hreaches any of the temu and provisions of this
Agreement, and the party involved fails to cure she breach within 30 days af2er receiving written nouce by
cercified or registered mail from the other pany specifying the patticulazs of the breach, the nondefaulvng
puty shall have the right to ternunace this Agreement by giving written norice to the defaulung party by
registered or cereified mail.
(b) Effect of Ternvnation. Teimuiauon of this Agreement under r.he provisions of
this paragraph 11 or rhe provisions set £orth elsewhere in this Agreement shall be without prejudice to any
rights or claims wluch IJFS may otherwise have against the Licensee.
(c) Discontinuance of Use of Copvri�hts, Trademazks, Etc. Upon the e�cpiration
or eazlier ternunation of this Agreement, the Licensee agrees immediately and permanently to discontinue
manufacturing, selling, distributing, and using the Products and Advertising Materials in connection with
advenising and promoting the Projett; immediately and permanendy to discontinue using the Copyrights and
the Trademarks; at tJFS's opuon, inunediately to desuoy, in the presence of UFS's designated representuive,
any films, molds, dies, patterns, or similar items from which the Producu or tldvertising Macerials were made,
where any Copyright or Trademark is an incegral part thereof, or, altemauvely, deliver such films, molds, dies,
pattems, or similar items to IIrS's designated representative; immediaxely deliver to TJFS or its designated
represencarive, ac the Licensee's expense, all Feature-related materials in xhe Licensee's possession, custody, or
control, wherher created by the Licensee or supplied to the Licensee by L7FS, including, but not limited to,
Feature-related art banits and analogous materials; and inzrnediately to termivate all agreements with
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p ti _�{o G
znanufacturers, disLributors, and others which relate to the manufacture, sale, discriburion, and use of the
Products or Advertising Materials. On tennination of this Agreement bp UFS for cause, the Licensee shall, at
UFS's oprion and at the Licensee's �pense, either deliver its inventory of the Producu and Advenising
Macerials to L7FS or UFS's designated representative, or destroy its inventory of the Produas and Advercising
Materials and supply UFS with a notarized cercificate of desuucrion.
12. Miscellaneous Provisions
(a) Restriction on Assi„nments. The Licensee shall not directl} or indirectl}� assign,
transfer, sublicense, or encumber any of its rights under this Agreemen� wirhout the pnor wnccen consent of
LTFS. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of UFS.
{6) Parties Not joint Venturers. Nothing contained in this Agreement shall be
construed so as to make the parues partners or joint vennu or to pemut the Licensee to bind UFS to any
agreement or purport to act on behalf of [JFS in any respect. .
(c) Modifications of Agreement; Remedies. I�io waiver or modificauon of any of
the cerms of this Agreement shall be valid unless in writing, signed by both panies. Failure by either pazty co
enforce any rights under this Agreement shall not be consuued as a waiver of such nghts, nor shall a waiver
by either parcy of a defaulc in one or more inscances be construed as a conunuing waiver or as a waiver in
other instances.
(d} Invalidity of Separable Provisions. If any term or provision of this Agreement is
far any reason held to be invalid, such invalidity shall not a$ect any ocher term or provision, and chis
Agreement shall be interpreted as if such term or provision had never been contained in xhis Agreement.
(e) Notices. All notices to be given (which shall be in writin� shall be given at the
respecdve addresses of the parties as set forth on page 1, unless nodficacion of a change of address is given in
writing. The date of mailing shall be deemed to be the date the notice is given. The Licensee acknowledges
thac LJFS's agent for service of process in New York is the Secre[azy of State of 1Vew York, Depaztment of
State, 162 Washington Avenue, Albany, New York 12231.
(fl Headin�s. The paragraph headings of �us Agreement are insened only for
convenience and shall not be construed as a part of ttus Agreement.
(g) Entire Understandin�. This Agreement contains the entire understanding of che
parties with respect to its subject matter. Any representations or agreements by any agent or representative of
either patty to the contrary shall be of no effect.
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(h) Goveinin� Law. This Agreement shall be construed according to the laws of the
State of New York, regardless of the place or places of its physical e�cec.ution and performance.
IN WPI'NESS WF3EREOF, rhe parties have eicecuted this Agreement as of the date set
forth above.
UNITED FEATURE SYI�DICATE, LNC.
By
Tide
CTTY OP SAINT PAUL
B
Tide
FHA0199\95004\53800\SITB 10\FHA03AGT
fha2f23f01
m
Director of Financial Services
Approved as to form:
�
City Attomey
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Council File # � 1—�O fp
Green Sheet # �\ t e�.3 l
/ RESOLUTION
OF $'AIl�I' PA�JL, ]�
t3
Presented By
Referred To Committee: Date
1 WHEREAS, the city of Saint Paul seeks to memorialize the gift which United Feature Syndicate,
2 Inc. has bestowed upon the city in the form a license to use its properry rights to certain images
during the city's recent Peanuts� on Parade promotion; and
4
5 WfIEREAS, United �eature Syndicate, Inc. now seeks to bestow upon the city of Saint Paul an
6 additional gift of a license to use 3ts properiy rights to certain Peanuts� images in the creation
7 and public display of a statue which will depict ten or eleven of such characters to be erected in
8 Saint Paul to commemorate Charles M. Schulz's birth in Saint Paul; and
9
10 WHEREAS, as a condition of granting the above gifts to the city of Saint Paul, United Feature
11 Syndicate, Inc, has requested the city enter into a"Peanuts� Licensing Agreement" which
12 describes the circuxnstances and conditions upon which the gift may be used and which includes
13 an indemnification agreement by the city in favor of United Feature Syndicate, Ina; now
14 therefare
15
16 BE IT RESOLVED that the city council hereby accepts the gifts from United Feature Syndicate,
17 Inc. in the form a license to use its property rights to certain images an the city's Peanuts� on
18 Parade promotion and Peanuts� scuipture project; and
19
24 BE IT FURTHER RESOLVED that the city council hereby authorizes the appropriate city
21 officials to execute and enter into the "Peanuts� Licensing Agreement" with United Feature
22 Syndicate, Inc for the license to use its property rights for the above-described public purpose.
Adoption Certified by Council Secretary
Hy:
Appx
By:
Requested by Department oP:
���
BY: /
r
Form Approved by City Attomey
sr: �«�+^r Jf'/• K�6:,.._ . �-
Approved by �7ayor for Submission to Conncil
B c o�d-o--c_
Adopted by Council: Date ur—.J e4� e�Qp\
—'_,�� 1
DEPARTMENT/OFFICE/COUNCII.:
Pla�ning and Economic Dev.
CONTACf PERSON & PHONE:
JeffNelson x66560
MUST BE ON COWi CII. AGENDA BY (DATE)
04-25-2001
TOTALfFOFSIGNATOREPAGES
pA'� °`�T'"'�eD GREEN SHEET l�io.: 111231 ��-�io%
04-16-2001
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� S DEPARTMENf DIR. J� 4 CITY COUNCIL
ASSIGN 2 CITY ATTORNEY lC _ CITY CLERK
NUMBER ��CIAL SERV DIR. _ FINANCIAL SERV/ACCTG
FOR 3 MAYOR(ORASST.)_ � _CIVII.SERVICECOMMISSION
ROi7TINC
ORDER
ALL LOCATIONS FOR SIGNAI'[JRE)
acr[ox t�QUES�n: Acceptance of gift and authorization to enter into the "PEANIJTS� Licensing Agreement"
with United Features Syndicate.
RECOP.QIENDAITONS� Approve (A) or Reject (R)
PLANMN6 COMbIISSION
CIB COT9vIITTEE
CIVIL SERVICE COMNIISSION
CULTURAI.5TARBOARD
PERSONAL SERVICE CONIRACTS M[JST ANSR'ER THE FOLLOWING
QUESTiONS:
1. Hu this personl5=m ever worked undes a contract for ffi�s department?
Yes No
2. Hu tt�is persov/fum ever been a c�ty employee?
Yes No
3. Does this perso�lficm possess a skill not normaily possessed by any cunent city employee?
Yes No
Ezplain all yes answers on separate s6eet and attach tu green sheet
INIIYATING PROBLEM, ISSUE, OPPOR'CONITY (R`ho, W hat, When, Where, W6y):
The "PEANUTS� Licensing AgreemenY' grants the City of Saint Paul the ability to use the likeness of PEANUTS
characters for the PEANUTS on Parade program and the PEANLJTS Permanent Installation free of charge.
ADVANTAGESIFAPPROVED.
Projects will attract new visitors to downtown Saint Pau1 and neighborhoods and memorialize Charles M. Schulz, a
internarionally renowned cartoonist raised in Saint Paul.
DI5ADVANTAGESIFAPPROVED:
�\ ���
DISADVANTAGES IF NOT APPROVED:
United Features Syndicate may not allow the likeness of PEANiJTS characters to be used for these programs,
which would result in their termination.
TOTAL AMOUNT OF TRANSACTION: S 0
FUNDING SOURCE:
COSTIREVENUE BUDGE'fED: N7A
ACTIVITY NUMBER:
FINANCIAL INFORb1ATION: (EXPLAIl�
Cl—Ll�
" PEANUTS "
LICENSE AGREEMENT
THIS AGREEMENT, dated this day of , 2001, ber�ween
L3NTI'ED FEA"PC7RE SYNDICATE, LvTC., 200 Madison Avenue, 4ch Floor, NeR- York, New York 10016
("UFS"), and CITY OF SAINT PAUL, MINNESOTA, 400 City Hall, Sainc Paul, il�tinnesota 551Q2 (the
"Licensee"), is to evidence:
Definitions. For purposes of this Agreement the following definitions shall apply:
(a) The term "Advertisin� Materials" shall mean all items using che Copyrights or
Trademarks approved by LJFS for use by the Licensee in promoung the Project, the Products, the Sculpture,
or the Statue.
(b) The xerm "Characters" shall mean che likenesses of the characters which have
appeazed in the Feature prior to the date of execution of this Agreement.
(c� The term "Copyrights" shall mean all copyrights owned by [JFS prior to the date
of execution of this Agreement on installments of the Feature and on the Characters.
{d� The term "Feature" shall mean the comic strip enuded PEANLl'I'S, created by
Charles M. Schulz ("Schulz").
(e} The term "Product" shall mean a merchandise icem bearing or using the Copyrights
andlor the Trademarks through the depiction of one or mare Sculptures and approved byUFS in writing for
produccion and sale in con}unction with the Projecc.
(fl The term "Pro'ect" shall mean all elements of the Licensee's efforts to
commemorate Schulz, who was a native of Saint Pau1, Minnesota.
(� The term "Sculptures" shall mean sculprures depicting the Chazacter SNOOPY,
created by independent artists during the PEANUI'S ON PARADE event conducted by the Licensee during
calendar year 2000, all rights in said sculprures having been assigned to UFS by said utists in consideration of
their participauon in the event.
(h} The term "Sponsor" shall mean a sponsor of xhe Project, wluch conu-ibutes to the
cost of production of a Scutpture.
(i) The term "Statue" shall mean a statue depicvng up to ten or eJeven of the
Characters, co be erected at a location in Saint Pau1, Mimiesota, approved by UFS �rriting, to commetnoraze
Schulz's b;nh in Saim Paul.
�) The cerm "Territo ' shall mean the City of Saint Paul, Nfimiesoca.
(k) The term "Trademarks" shall mean and include che Characcers (to the extent used
as trademarks), rhe tide of the Feature, PEANU'I'S, the names of the Chazacters, and any combinations of the
foregoing.
2. Grant of License. UFS grants to the Licensee, on the terms and condicions ser
fonh in this Agreement: (a) the non-exclusive right and license to use the Copyrights and the Trademarks in
connection with the preparation and use of the Advertising Materials in the Temtory; (b) the non-exclusive
right to manufacture and use Products in connection with the promotion of the Project in the Temtory (the
Products co be distributed only throuc� such oudets as may be approved in advance in writing by IJFS); and
(c) the non-exclusive right to display the Statue in the Turitory.
OY��
3. Period of A�reement. "The period of this Agreement shall commence on April 1,
200�, and remaui in effecc for so long as the Licensee continues to display che Statue.
4. Sponsors; Disposition of Proceeds.
(a) Sponsors. L7FS shall have a right of prior approval over all Sponsors. iJFS hereby
confirms rhat it has approved all Sponsors acquired by the Licensee chrough rhe date of e�ecucion of this
Agreement.
(b) Disposition of Proceeds. All proceeds derived by the Licensee from the esercise
of the righcs licensed under this Agreement, including the auccion of certain of the Sculpwres through
Sotheby's.com, shall be delivered to The Saint Paul Foundation, Incorgorated (the "Foundation") and used
for the following purposes, in a manner consistent wish the Sep2embex 27, 2000, ab eement between 2he
Foundation and Charles M. Schulz Creauve Associates, Sanca Rosa, Califomia ("Creauce°): (i) aearion and
cnaintenance of the Statue; Ci) cartooning scholazships for the Saint Paul Gollege of Visual Acts; and (ui)
canooning scholazships for the art instruction school in Saint Paul attended by Schulz.
5. Qualiry Controls and Approval Procedures for Products Advertisin�
Materials, and Statue
(a) Warranty of Quality. The Licensee warrancs that no injurious, delecerious, or toYic
substances will be used in or on the Produas; that the Products will not cause harm when used; that the
Produccs will be manufacnzred, tested, so1d, and distributed in stricc compliance with all applicable laws and
regulauons (including, but not limited co, local labor laws); and that neither the Licensee nor any
manufacnu used by the Licensee use or will use or condone or will condone the use of child labor or
sweacshop practices.
(b) Approval Procedures for Products, Advertisi� Materials, and
(i) General. The Licensee shall comply with all reasonable procedures which LTFS may
from tune to time adopt regazding its approval of Products and Advenising Materials which the Licensee
proposes to manufaaure, sell, or use under this Agreemenx. These approval procedures shall be
implemenced using prescribed fotms to be supplied to the Licensee by LJFS, and shall incorporate the basic
approval requirements and steps outlined in the following subparagraphs. The Licensee agrees to retain in its
files all materials relating to approvals while this Agreement remains in effect and for one year thereafrer.
The J..icensee acknowledges that all materials submitted for approval under this Agreement shall require the
approval of Creative in addition to that of UFS.
(u) Special Provisions Relatin� to Products. Subject to UFS's prior written consent
on a case-by-case basis, the Licensee shall have rhe right to arrange with a third part} to manufarnue the
Products or components thereof for exclusive use and distribuuon by the Licensee. UFS confirms its
approval of the Licensee's use of Tivoli Too to manufaccure the Products. The Licensee agrees to enter into
a written agreement with all such manufatturers, and agrees to incorporate into such written agreements all of
the provisions, for the protection of the rights of I7F5, wluch are contained in the form manufacrurer
agreement which has been prepazed by IJFS for such purposes, and is available from IJFS. The Licensee
fur�her agrees to fumish UFS within 30 days of their execution copies of all agreements wich such
manufacnu The Licensee agrees strictly to enforce against its manufacturers all of the provisions which
aze required to be included in such agreements for the protection of LTFS; to advise UFS of any violations
rhereof by manufacturers, and of corrective actions taken by the Licensee and the resuks thereof; and at the
request of LTFS to temzivate such an agreement with any manufacturer which violates any of such provisions
for the proteccion of IJFS. If the Licensee fails to esercise such tesininadon rights by gio-ing written notice to
the other pany within 20 days afrer being requested to do so in writing byUFS, the Licensee appoints UFS its
irrevocabie aztomey-in-fact to send a notice of termination in the nazne of the I.icensee to such party for the
purpose of termuiating the agreement or any specific rights of the parry under such agreement.
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(iu� Approval of Products. For each different Produa, the Licensee shall subrrait to
LJFS for its review and approval the following materials, in the order stated:
(A) a generic sample of the type of Produa in question;
(B) a preproduction sample of ihe Product, where appropriate, or a preproduction final
sample of the Product, showing in either case the eYact form and quality the Producc will have when
manufactured in production quantitaes; and
(C) four idenucal pxoduccion samples of rhe Producc, to he submitced unmediately upon
commencement o£ disuiburion of che Product.
The Licensee shall comply with all of the foregoing approval steps for each Product, obtaining LIFS's written
approval at each step of the procedure, unless by prior written nodce from UFS it is exemp[ed from any such
step wirh respecc to a specific Producc. LJFS confums that it has approved all Produtts produced by ihe
Licensee through the date of eacecution of this Agreetnent.
(iv) Approval of Advertisin� Materials. For each different icem of Advertising
Macerial which the Licensee (or any party acting on its behal fl proposes to produce and use under this
Agreement, the Licensee shall submic co LT�S for its review and approval the following materials, in the order
scaced:
(A) proposed written copp for the item of Adverusing Material, with attached roug� azt
showing how the Copyrights and Trademarks will be used in connecuon with the copy;
and Trademarks;
(B) final copy for the item, with fuushed "lift" art, showuig the use of the Copyrighcs
(C) finished mechanicals for the item; and
(D) four fmal printed samples of ihe item
The Licensee shall comply wi[h all o£ the foregoing approval steps for each item of Advercising Material,
obtaining LTFS's written approval at each step of the procedure, unless by prior written notice from UFS it is
e�cempted from any such step with respect to a specific item of Advertising MateriaL tTFS confums that it
has approved all Advertising Materials produced by the Licensee through the date of execution of this
Agreement.
(v) Approval of Statue. The Licensee shall submit to LTFS for its review and approval
a preliminary design of the Starue.
(vi) Approval Standards. UFS shall have the right to disapprove any materials
submitced to it under subpazagraphs 5(b)(iu), 5(b)(iv), and 5(b)(v) if it deternuties, in the eacercise of its good
faith judgment, that the matexials in question would impair the value and goodw associated wirh the
Feature, the Copyri�ts, the Trademarks, or UFS's licensing program £or the Copyrighu and the Traden�
by reason of (A) their failure to satisfy the general quality standards set forrh in subpazagraph 5(a); (B) their
use of artwork, designs, or concepts which fail accuntely to depict the Characters or the evencs or thesnes
portrayed in the Feature; (C) their use of materials which are uner.hical, unmoral, or offensive to good taste or
would otherwise cause harm to the unage or reputation of the Feature or the Characters; (D) their failure to
carry proper copyrigh[ or trademark notices; or (E) any other reasona6le cause.
(vu) Time for Approval bY �S. UFS agrees to use reasonable efforts to notify the
Licensee in writing of its approval or disapproval of any materials submitted to it under subparagraphs
5(b)(iu�, 5(b)(v), and 5(b)(v� within 20 business days afrer its receipt of such materials, and agrees, in the case
of its disapproval, to notify the Licensee in writing of its reasons for disapprovaL
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(c) Maintenance of Quality of Products; Inspection of Production Facilities. T4ie
Licensee agrees to mauitain the qualiry of each Product manufactured under this Agreement up to che
specifications, qualiry, and finish of the produccion sample of such Product which �vas approved by UFS
under subpazagraph 5(b)(ui), and agrees not xo change the Product in any material respect withouc firsc
submitting to LTFS samples showing such proposed changes and obtaining UFS's written approval of such
samples. Prom time to rime afrer it has commenced manufacnning Products, the Licensee, upon request,
shall fiunish free of charge to UFS a reasonable number of random producrion samples of any Product
specified by IJFS in its request Also, upon requesc, the Licensee shall fumish to UFS the addresses of the
production facilities used by rhe Licensee for manufacturing the Produccs, and shall make anangements for
IIFS or its representatives to inspect such produccion facilities during reasonable business hours.
(d) Use of UFS's Web Site Address. The Licensee shall place on all Produas and on
all Advertising Macerials L7FS's web site address, as follows: "wwwsnoopy.com".
(e) Miscellaneous.
(i) Artwork. If the Licensee requests CTPS to fuaush it wich any special amvork or
copies of material from the Feature, the Licensee agrees to reimburse UFS for its costs of supplying such
ma[erials to che Licensee, inctuding, withouc limitation, travel expenses incurred at [he Licensee's request by
UFS's in-house art personnel.
(u} Use of Characters in Products and Advertisin� Materials. The Characcers shall
not be combined in any Product or item of Adverrising Material with any other canoon characters without
UFS's prior written consent.
6. Copyri�ht Provisions.
(a) Copyri�ht Notices. The authorizauon of CJFS to rhe Licensee to make public
distriburion of the Produc[s and Adverrising Materials is expressly conditioned upon the £ollowing agreement
of the Licensee. The Licensee agrees [o place on all Products and Advertising Matexials the cogyxight notices
in the nazne of I7FS specified in wxivng by UFS.
(b} tlffixation of Notice; Name of Copyright Owner. The Licensee acknowledges
that proper copyright notices must be permanendy affiaced to all Products and Advertising Materials and to
any separate portions of Products and Advertising Materials which contain che Characters and which are
intended to be used separately by rhe user. The Licensee agrees that it will not, without iJFS's prior written
consent, affi�c to the Produccs or Advertising Materials a copyright nouce in its nazne or the name of any
person, Finn, or corporation other than UFS.
(c) Assi�nment by Licensee. The Licensee sells, assigns, and uansfers to UFS its
entire, worldwide right, tide, and interest in and to all "new works" or "derivauve works" previously or
hereafrer created using the Charaaers, induding, but not limited to, the copyrights and renewal copyrights
thereon. If parties who are not employees of the Licensee living in the United States m3ke or have made any
contribution to the creation of a"new work," so that they might be deemed "authors" of the same as that
term is used in present or funu United States copyzight statutes, the Licensee agrees to obtain from such
parties a comparabie full assignment of rights so that the foregoing assignment by the Licensee vests in UFS
full rights in the °new work,° free o£ any claims, interests, or rights o£ such parties. The Licensee agrees not
to permit any of its employees to obtain or reserve any rights as "authors" of such "new works." At UFS's
request, the Licensee agrees to furnish LTFS wirh full infortnation conceining the creation of "new works"
and with copies of assignments of righ[s obcained from other parties. The Licensee warrancs that it has
obtained a comparable full assignment of rights from all independent artists who created Sculptures.
7. Infrin�ements. When the Licensee leams that a parry is or may be making
unauthorized uses of the Cogyrights or Trademuks, the Licensee agrees promptly to give IJFS written notice
containing full information wirh respea to the actions by such party. The Licensee agrees ix will not snake
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any demands or claims, bnng suit, effect any settlements, or take any other acuon �vithout the prior written
consent of IJFS £or the infringement or possible infringement of any of the rights granted to the Licensee
under this Agreement or of any of the Copyrighu or Trademarks. The Licensee agrees to cooperate wirh
LTFS at no out-of-pocket expense to the Licensee in connection with anp action taken by I3FS to tem�ivate
infringemenLS. [7FS shall retain 100°!0 of all nec aznounts recovered from infringers.
8. Indemnification. The Licensee agrees co defend, indemsufy, and hold LTFS
ham�less from any and all clauns (and liabilities, judgmenu, penakies, losses, costs, damages, and eacpenses
resulting cherefrom, including reasonable attomeys' fees) (a) made by ti�i-d parties agzinst UFS or suffered or
incurred by UFS by reason of or in connection with any act under or in violation of rhis Agreemenc by the
Licensee, and its subsidiaries, manufacturers, distributors, or other persons, or the employees or agents of any
of the foregoing, induding, but not limited to, the manufacture, distribution, exploitation, advenising, sale, or
use of the Products or xhe Advenising Materials, exduding, however, any daims based solely upon the use of
the Copyrights or the Trademarlis by any of the foregoing panies pursuant to the terms of this Agreement; or
(b) suffered or incurred by IJFS as a result o£ dissemination of the Advertising Materials or discnbution of the
Produccs outside the Territory by the Licensee or any rhird parcy.
4. Reservation of Ri�hts. All rights in and to the Feature, the Copyrighcs, and the
Tndemarks are retained by UFS for its own use, eYCept for the specific rights which are granted to the
Licensee under this Agreement. UFS reserves the right to use, and to license other panies to use, the
Copyrights and the Tradema�s in the Temtory for any pucpose T.TFS may detemvne.
10. No Assertion of Ri�hts. The Licensee shall not, during the period of this
Agreement or thereafter, direcdy or indirectly: (a) assen any interest or propeny rights in any of the
Tndemarks or any word or phrase confusingly similar with any of the Tndemarks or associaced with the
Feature; or (b) register, attempt to register, or adopt any of the Trademarks, or any word or phrase
confusingly similu with any of the Trademarks or associated with the Feature, as a cmdemark, service mark,
trade nazne, corporate name, or Intemet domain name; or (c) challenge or deny the validity of the
Tndemarks or UFS's ownership of the Trademarlis; or (d) pernut or acquiesce in any of the foregoing
activities by any of the Licensee's subsidiaries, manufaccurers, distributors, shareholders or other owners of an
equiry inxerest, or the agents or employees of any o£ the foregoing, or of the Licensee.
11. Breach and Tennniation.
(a) Curable Breaches. I£ either pazty hreaches any of the temu and provisions of this
Agreement, and the party involved fails to cure she breach within 30 days af2er receiving written nouce by
cercified or registered mail from the other pany specifying the patticulazs of the breach, the nondefaulvng
puty shall have the right to ternunace this Agreement by giving written norice to the defaulung party by
registered or cereified mail.
(b) Effect of Ternvnation. Teimuiauon of this Agreement under r.he provisions of
this paragraph 11 or rhe provisions set £orth elsewhere in this Agreement shall be without prejudice to any
rights or claims wluch IJFS may otherwise have against the Licensee.
(c) Discontinuance of Use of Copvri�hts, Trademazks, Etc. Upon the e�cpiration
or eazlier ternunation of this Agreement, the Licensee agrees immediately and permanently to discontinue
manufacturing, selling, distributing, and using the Products and Advertising Materials in connection with
advenising and promoting the Projett; immediately and permanendy to discontinue using the Copyrights and
the Trademarks; at tJFS's opuon, inunediately to desuoy, in the presence of UFS's designated representuive,
any films, molds, dies, patterns, or similar items from which the Producu or tldvertising Macerials were made,
where any Copyright or Trademark is an incegral part thereof, or, altemauvely, deliver such films, molds, dies,
pattems, or similar items to IIrS's designated representative; immediaxely deliver to TJFS or its designated
represencarive, ac the Licensee's expense, all Feature-related materials in xhe Licensee's possession, custody, or
control, wherher created by the Licensee or supplied to the Licensee by L7FS, including, but not limited to,
Feature-related art banits and analogous materials; and inzrnediately to termivate all agreements with
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znanufacturers, disLributors, and others which relate to the manufacture, sale, discriburion, and use of the
Products or Advertising Materials. On tennination of this Agreement bp UFS for cause, the Licensee shall, at
UFS's oprion and at the Licensee's �pense, either deliver its inventory of the Producu and Advenising
Macerials to L7FS or UFS's designated representative, or destroy its inventory of the Produas and Advercising
Materials and supply UFS with a notarized cercificate of desuucrion.
12. Miscellaneous Provisions
(a) Restriction on Assi„nments. The Licensee shall not directl} or indirectl}� assign,
transfer, sublicense, or encumber any of its rights under this Agreemen� wirhout the pnor wnccen consent of
LTFS. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of UFS.
{6) Parties Not joint Venturers. Nothing contained in this Agreement shall be
construed so as to make the parues partners or joint vennu or to pemut the Licensee to bind UFS to any
agreement or purport to act on behalf of [JFS in any respect. .
(c) Modifications of Agreement; Remedies. I�io waiver or modificauon of any of
the cerms of this Agreement shall be valid unless in writing, signed by both panies. Failure by either pazty co
enforce any rights under this Agreement shall not be consuued as a waiver of such nghts, nor shall a waiver
by either parcy of a defaulc in one or more inscances be construed as a conunuing waiver or as a waiver in
other instances.
(d} Invalidity of Separable Provisions. If any term or provision of this Agreement is
far any reason held to be invalid, such invalidity shall not a$ect any ocher term or provision, and chis
Agreement shall be interpreted as if such term or provision had never been contained in xhis Agreement.
(e) Notices. All notices to be given (which shall be in writin� shall be given at the
respecdve addresses of the parties as set forth on page 1, unless nodficacion of a change of address is given in
writing. The date of mailing shall be deemed to be the date the notice is given. The Licensee acknowledges
thac LJFS's agent for service of process in New York is the Secre[azy of State of 1Vew York, Depaztment of
State, 162 Washington Avenue, Albany, New York 12231.
(fl Headin�s. The paragraph headings of �us Agreement are insened only for
convenience and shall not be construed as a part of ttus Agreement.
(g) Entire Understandin�. This Agreement contains the entire understanding of che
parties with respect to its subject matter. Any representations or agreements by any agent or representative of
either patty to the contrary shall be of no effect.
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(h) Goveinin� Law. This Agreement shall be construed according to the laws of the
State of New York, regardless of the place or places of its physical e�cec.ution and performance.
IN WPI'NESS WF3EREOF, rhe parties have eicecuted this Agreement as of the date set
forth above.
UNITED FEATURE SYI�DICATE, LNC.
By
Tide
CTTY OP SAINT PAUL
B
Tide
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m
Director of Financial Services
Approved as to form:
�
City Attomey
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