Free Trademark Assignment Agreement

This Trademark Assignment Agreement (the "Agreement") is made and entered into on this 12th day of May 2056 (the "Effective Date"), by and between the entity or individual desiring to assign this trademark (the "Assignor") and the entity or individual accepting the assignment of the trademark (the "Assignee").

1. TERMS OF AGREEMENT

1.1 Transfer of Trademark Ownership: Assignor, being the legal owner of the trademark [Trademark Name], hereby agrees to transfer all rights, titles, and interests in the said trademark to Assignee upon execution of this Agreement. This conveyance is completed upon the payment of the specified purchase price by the Assignee.

1.2 Conditions Precedent: Before the transfer of ownership becomes effective, the Assignee must fulfill all obligations, including the payment of the purchase price and any other conditions as agreed upon between the parties.

1.3 Effective Date: The Effective Date of this Agreement shall be the date of its execution by both Assignor and Assignee unless otherwise specified herein.

2. CONSIDERATION

2.1 Payment Terms: In consideration of the assignment of the trademark, Assignee shall pay Assignor a total consideration of [Purchase Price in USD]. This amount shall be payable upon the execution of this Agreement.

2.2 Method of Payment: The payment of the purchase price shall be made by [method of payment agreed upon by both parties], and shall be delivered to the Assignor at [payment address] on or before the Effective Date.

2.3 Currency: Unless otherwise specified, all monetary amounts referred to in this Agreement shall be in United States Dollars (USD).

3. REPRESENTATIONS AND WARRANTIES

3.1 Ownership Representation: The Assignor represents and warrants that they are the lawful owner of the trademark rights herein assigned and that these rights are free from all encumbrances, liens, and legal claims.

3.2 Warranty Disclaimer: The Assignee acknowledges that the Assignor makes no representations or warranties, express or implied, regarding the validity, enforceability, or scope of the trademark rights assigned hereby, except as expressly outlined in this Agreement.

3.3 Non-Infringement Representation: Assignor represents and warrants that, to the best of their knowledge, the use of the trademark as contemplated herein does not infringe upon the intellectual property rights of any third party.

4. INDEMNIFICATION

4.1 Mutual Indemnification: The Assignor and Assignee agree to indemnify and hold each other harmless for any losses, claims, damages, liabilities, costs, and expenses arising out of any breach of any covenant or agreement outlined in this Agreement. Both parties will promptly notify each other of any such claims and cooperate in the defense or settlement of such claims.

4.2 Indemnification Procedures: In the event of any claim or action for which indemnification is sought hereunder, the indemnified party shall provide the indemnifying party with prompt written notice of such claim or action and shall reasonably cooperate with the indemnifying party in the defense or settlement thereof.

4.3 Limitation of Liability: In no event shall either party be liable to the other for any indirect, incidental, consequential, special, or punitive damages, including without limitation, loss of profits or revenue, arising out of or in connection with this Agreement.

5. GOVERNING LAW

The agreement that will be adhered to by all parties, will operate, be interpreted, and controlled as per the laws stipulated by the state of [Applicable State]. The laws of this referred state shall prevail in the proceedings, guidelines, interpretation, and implementation of the clause mentioned in the agreement.

6. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the Assignor and the Assignee regarding the subject matter hereof and supersedes all prior negotiations, agreements, and understandings with respect to the subject matter.

IN WITNESS WHEREOF, the Assignor and Assignee have executed this Trademark Assignment Agreement as of the 12th day of May 2056.

[Assignor's Name]

[Assignor's Company Name]

[Assignee's Name]

[Assignee's Company Name]

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