LICENSE AGREEMENT FOR TRADEMARK "_________________________"
This agreement, entered into as of this _____ day of __________________________, 20___, by and between
_____________________________________________________________________,
a corporation of _____________________ (state), hereinafter referred
to as LICENSOR, with offices at
_______________________________________________________________________________,
and
_____________________________________________________________________,
a corporation of _________________________________ (state),
hereinafter referred to as LICENSEE, with offices at
___________________________________________________________________________________. Recitals WHEREAS,
LICENSOR has adopted and is using the word "_____________________________"
as a trademark
for_____________________________________________________________________
(list goods or services) throughout WHEREAS,
LICENSEE is desirous of using said TRADEMARK for ___________________________ NOW,
THEREFORE, in consideration of the mutual covenants of the parties and
the sum of 1.
License
LICENSOR grants to LICENSEE the right to use under the common
law and under the auspices and privileges provided by any of the
Registrations covering the same during the term of this LICENSE
AGREEMENT, and LICENSEE hereby undertakes to use the This
is not a substitute for legal advice. An
attorney must be consulted. |
2.
Quality of Services
LICENSEE shall use the TRADEMARK only with the GOODS
rendered by or for the LICENSEE in accordance with the guidance
and directions furnished to the LICENSEE by the LICENSOR, or its
representatives or agents, from time to time, if any, but always
the quality of the GOODS shall be satisfactory to the LICENSOR
or as specified by it. The LICENSOR shall be the sole judge of
whether or not the LICENSEE has met or is meeting the standards
of quality so established. 3.
Inspection
LICENSEE will permit duly authorized representatives of
the LICENSOR to inspect the GOODS using the TRADEMARK at all
reasonable times, for the purpose of ascertaining or determining
compliance with PARAGRAPHS 1 and 2 hereof. 4.
Use of Trademark LICENSEE shall provide LICENSOR with samples of all
literature, brochures, signs, and advertising material prepared
by the LICENSEE, and LICENSEE shall obtain the approval of
LICENSOR with respect to all such brochures, signs, and
advertising material bearing the TRADEMARK prior to the use
thereof. When using the TRADEMARK under this LICENSE AGREEMENT,
LICENSEE undertakes to comply substantially with all laws
pertaining to trademarks in force at any time in the TERRITORY.
This provision includes compliance with marking requirements. 5.
Extent of License
The right granted in PARAGRAPH 1 hereof shall be
non-exclusive and shall not be transferable without LICENSOR's
prior written consent, and LICENSOR shall have the right to use
the TRADEMARK and to license its use to any other party in the
TERRITORY. The license herein granted shall not be assignable or
transferable in any manner whatsoever, nor shall the LICENSEE
have the right to grant any sublicenses, except by prior written
consent of the LICENSOR. 6.
Indemnity LICENSOR assumes no liability to LICENSEE or to third
parties with respect to the performance characteristics of the
GOODS sold by the LICENSEE under the TRADEMARK, and the LICENSEE
shall indemnify LICENSOR against losses incurred to claims of
third parties against LICENSOR involving sale of the LICENSEE's
GOODS. 7.
Termination
Except as otherwise provided herein, this LICENSE
AGREEMENT shall remain in full force and effect, but is
terminable at the will of LICENSOR upon not less than thirty
(30) days written notice to LICENSEE.
If LICENSEE makes
any assignments of assets or business for the benefit of
creditors, or a trustee or receiver is appointed to conduct its
business or affairs, or it is adjudged in any legal proceeding to be either a voluntary or involuntary
bankruptcy, then the rights granted herein shall forthwith cease
and terminate without prior notice or legal action by LICENSOR. This
is not a substitute for legal advice. An
attorney must be consulted. |
8.
Ownership of Trademark The LICENSEE and all parties to this LICENSE AGREEMENT
acknowledge LICENSOR's exclusive right, title and interest in
and to the TRADEMARK and any Registration that have issued or
may issue thereon, and will not, at any time, do or cause to be
done any act or thing contesting or, in any way, impairing or
tending to impair part of such right, title and interest. In
connection with the use of the TRADEMARK, neither LICENSEE nor
any other party hereto shall, in any manner, represent that he
or it has any ownership in the TRADEMARK or registrations
thereof, and all parties acknowledge that use of the TRADEMARK
shall enure to the benefit of the LICENSOR.
On termination of this LICENSE AGREEMENT in any manner
provided herein, the LICENSEE will cease and desist from all use
of the TRADEMARK in any way and will deliver up to the LICENSOR,
or its duly authorized representatives, all material and papers
upon which the TRADEMARK appears, and furthermore, LICENSEE will
not, at any time, adopt or use without the LICENSOR's prior
written consent, any word or mark which is likely to be similar
to or confused with the TRADEMARK. 9.
Effectiveness of Notices Any notices required or permitted to be given under this
LICENSE AGREEMENT shall be deemed sufficiently given if mailed
by registered mail, postage prepaid, addressed to the party to
be notified at its address shown below, or at such other address
as may be furnished in writing to the notifying party. IN WITNESS THEREOF, the parties have caused this LICENSE AGREEMENT to be executed by their respective officers, thereunto duly authorized, as of the dates respectively indicated.
LICENSOR
LICENSEE
This
is not a substitute for legal advice. An
attorney must be consulted. |
This is not a substitute for legal
advice. An
attorney must be consulted.
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