Trademark License Agreement
1. Introduction
This Trademark License Agreement ("Agreement") is entered into on [Date], between [Your Company Name], a company organized and existing under the laws of [Jurisdiction], with its principal place of business located at [Your Company Address] ("Licensor"), and [Licensee Name], a company organized and existing under the laws of [Jurisdiction], with its principal place of business located at [Licensee Address] ("Licensee").
2. Grant of License
2.1 Description of the Trademark
The Licensor hereby grants to the Licensee a non-exclusive license to use the trademark "[Trademark]" (the "Trademark") in connection with the Licensee's business operations as a janitorial service provider.
2.2 Scope of the License
Territory: The license is limited to the territory described as [Territory].
Duration: The license shall commence on the effective date of this Agreement and continue in full force and effect until terminated under Section 6.
Exclusivity: This license does not confer exclusivity to Licensee.
3. Consideration
3.1 Payment Terms
Licensee shall pay to Licensor a royalty fee of 5% of gross sales derived from products/services bearing the Trademark, payable monthly in arrears.
Initial upfront fees of $10,000 shall also be paid upon execution of this Agreement.
3.2 Obligations of Both Parties Regarding Payment
4. Quality Control
4.1 Standards for Maintaining Quality
The licensee shall maintain the quality of janitorial services bearing the Trademark under the standards set forth by the Licensor.
The licensee shall ensure that all materials using the Trademark meet the quality standards established by the Licensor.
4.2 Procedures for Approval
5. Intellectual Property Rights
5.1 Ownership of the Trademark
5.2 Protection of Trademark Rights
6. Term and Termination
6.1 Duration of the Agreement
This Agreement shall remain in effect for an initial term of five (5) years from the effective date, with the option to renew for successive one (1) year terms upon mutual agreement of the parties.
6.2 Conditions for Termination
Either party may terminate this Agreement upon written notice if the other party breaches any material term of this Agreement.
This Agreement shall terminate automatically upon the bankruptcy or insolvency of either party.
7. Confidentiality
7.1 Obligations Regarding Confidential Information
Each party agrees to keep confidential all information disclosed during the term of this Agreement that is marked as confidential or would reasonably be considered confidential.
8. Indemnification
8.1 Responsibility for Damages
The licensee shall indemnify and hold harmless the Licensor from any damages or liabilities arising from the use of the Trademark by the Licensee.
9. Governing Law and Dispute Resolution
9.1 Applicable Law:
This Agreement shall be governed by and construed under the laws of [State/Country].
9.2 Dispute Resolution Mechanism
Any dispute arising out of or relating to this Agreement shall be resolved through arbitration under the rules of the [Arbitration Institution].
10. Miscellaneous:
10.1 Amendments to the Agreement
Any amendments to this Agreement must be made in writing and signed by both parties.
10.2 Entire Agreement Clause
This Agreement constitutes the entire understanding between the parties for the subject matter hereof and supersedes all prior agreements and understandings.
10.3 Severability Clause
If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
10.4 Notices Provision
Any notices required or permitted under this Agreement shall be in writing and delivered to the addresses specified above.
11. Signatures
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.
[Your Name]
[DATE SIGNED]
[Licensee Name]
[DATE SIGNED]
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