EXHIBIT 10(j)
HOTELVIEW CORPORATION Contract #__________
A Subsidiary of Visual Data Corporation
0000 XXXXX XXXXX XXXXXXX, XXXXX 0X, XXXX XXXXX, XX 00000
TEL: (000)000-0000 FAX: (000)000-0000
ATTRACTION/SERVICE AGREEMENT
THIS AGREEMENT commences on the "Effective Date" and sets forth the terms and
conditions between HOTELVIEW CORPORATION (the "Company") and
Service/Attraction (as defined below):
================================================================================
Service/Attraction Name (the "Service/Attraction")
--------------------------------------------------------------------------------
Contact Name Title
--------------------------------------------------------------------------------
Address (the "Location")
--------------------------------------------------------------------------------
City
--------------------------------------------------------------------------------
State Zipcode
--------------------------------------------------------------------------------
Phone( ) Fax( )
================================================================================
================================================================================
Service Fee (the "Service Fee") Term (the "Term")
--------------------------------------------------------------------------------
$ Year(s)
================================================================================
TERMS AND CONDITIONS
1. The Service/Attraction owns all rights, title and interest in and to the
copyrighted material (the "Material") supplied to the Company for the purposes
of inclusion in the HotelView Library (the "Library").
2. The Company is a "content" developer specializing in the production and
marketing/distribution of a visual library (the "Library") of hotels, services
and attractions under the name HotelView/registered xxxx/.
3. The Service/Attraction wishes to grant the Company a license for the Material
so that the Material shall be included in the Library and the Company accepts
such license for the Material, pursuant to the terms and conditions contained in
this Agreement.
4. Subject to the terms and conditions set forth in this Agreement, the
Service/Attraction hereby grants an irrevocable license (the "License") to the
Company to use the Material in the Library during the Term (as defined below).
The grant of the License includes, without limitation, the absolute right to
incorporate the Material in any fixed tangible medium in which the Library may
be contained, including without limitation, video tape, video disc, laser disc,
or otherwise. The Library is also intended to be distributed via the Internet
and Interactive Television.
5. The Company shall include the Material in the Library for the Term of this
Agreement which shall be from the Effective Date and continue for a period of
one (1) year thereafter. Within thirty (30) days prior to the termination of
this Agreement, the parties agree to enter into good faith negotiations to renew
the Agreement, based upon terms and conditions to be mutually agreed upon. The
provisions of this Section 5 notwithstanding, the Company shall have the right
to continue to use the Material on all fixed-media versions of the Library in
existence through the date of termination, after termination of this Agreement,
until such time as the next update of the Library is produced, marketed and
distributed.
6. MISCELLANEOUS PROVISIONS. This Agreement shall be governed and construed in
accordance with the laws of the State of Florida applicable to agreements made
and to be performed entirely within such State, without giving effect to any
conflicts of law principles. The parties further agree that in the event of such
action, suit or proceeding, the prevailing party shall be entitled to recover
reasonable attorneys' fees and costs. The invalidity or unenforceability of any
term, phrase, clause, paragraph, restriction, covenant, agreement or other
provision of this Agreement shall in no way affect the validity of and
reinforcement of any other provision or any part thereof. This Agreement may be
executed in any number of counterparts, each of which when so executed, shall
constitute an original copy hereof, but all of which together shall constitute
one and the same document.
7. ASSIGNMENT. This Agreement and the rights granted hereunder may not be
assigned in whole or in part by the Service/Attraction without the prior written
consent of the Company. The Company may assign this Agreement and the rights
granted hereunder to any third party.
THE PARTIES ACKNOWLEDGE THAT EACH HAS READ ALL OF THE TERMS OF THIS AGREEMENT
AND AGREES TO ABIDE BY ITS TERMS AND CONDITIONS.
Accepted by HOTELVIEW CORPORATION:
For Service/Attraction __________________ 0000 Xxxxx Xxxxx Xxxxxxx, Xxxxx 0X
(Name of Service/Attraction) Xxxx Xxxxx, XX 00000
By: ________________________________ By: _________________________
Name: _____________________________ Name: _______________________
Title: _______________________________ Title: ______________________
Date: _______________________________ Date: _______________________
HOTELVIEW USE ONLY:
--------------------------------------------------------------------------------
Contract No.: Disc No.: Volume No.: File No.:
--------------------------------------------------------------------------------
2
