Trademark Licensing Agreement

trademark license agreement

In view of the fact that the Licensor is written in Latin and Chinese. trademark The owner of the registration and application (licensing trademark) in the form listed in the annex A of the agreement and the firm.
In view of the fact that the licensee is prepared to sell, manufacture, supply and install the cable stayed and suspension structure system (joint venture business) in People's Republic of China according to the joint venture contract, and hopes to use the license in the joint venture business under the joint venture contract. trademark 。

In view of this, taking into account the relevant points, the two sides have reached the following agreement:

Article 1 grant of permission
1.1 in accordance with the terms and conditions set forth below, Licensor hereby grants Licensee the permission of the licensee to accept the licence and trade name listed in Annex A, which is a non exclusive, non transferable and waived royalty.
1.2 Licensor hereby agrees that it is permitted. trademark The legal owner of the licensee also has the right to grant the Licensee the right to use the licensed trademark.
1.3 the license is granted only to the joint venture company in the name of the joint venture company.
1.4 the granting of license under section 1.1 above does not include the right to grant the sub license of the joint venture company.

The second area
The only area of this agreement should be the mainland of People's Republic of China (excluding Hongkong, Macao and Taiwan).

The third permit trademark Ownership of trade names
3.1 the joint venture company acknowledges that Licensor has permission. trademark And business and all rights, this Agreement does not grant any right or interest to the licensed trademark and firm other than the license granted by the joint venture company.
3.2 the joint venture company agrees that it will not do anything against the Licensor's ownership of the Licensed Trademarks and trade names, and does not make or do not assist the third party in making any adverse claims relating to the ownership of the Licensor.
3.3 the joint venture company agrees that it will not disagree with Licensor's right to license trademark, do not object to any registration of licensed trademark, or disagree with the validity of this agreement or the license granted by this agreement.
3.4 without prior written approval from the Licensor, the joint venture company shall not use the licensed trademark for any business irrelevant to the business of the joint venture company.
3.5 notwithstanding the provisions of this Agreement and any provisions of this agreement, this Agreement does not grant any rights or licenses of the joint venture company to any other trademarks, service marks and / or trade names which are not listed in Annex A.
3.6 the joint venture company agrees to assist Licensor in handling the registration procedures of the agreement to the relevant government agencies in accordance with the requirements or wishes of the People's Republic of China law or regulation.
3.7 all costs relating to the registration of this Agreement and the fees granted to this Agreement shall be borne by the joint venture company. The registration, maintenance or renewal fees of all licensed trademarks and trade names shall be borne by the Licensor.

The fourth permit trademark And the use of trade names
4.1 the company undertakes to take various measures to promote the use of Licensed Trademarks and brochures, publications and promotional materials, especially in the name of the joint venture company.
4.2 the company will apply for permission from the Licensor prior to publication of any publication on the licensing trade.
4.3 the joint venture company shall use the license trademark only within the period when the license granted by this Agreement enters into force.
4.4 the joint venture undertakes not to damage the license trademark or to use the licensed trademark in a manner that may damage the reputation of the Licensor.
4.5 the joint venture company promises to use the format and color of the licensed trademark in full conformity with the registered trademark. No change or amendment may be made without prior approval from the Licensor.
4.6 the joint venture undertakes not to directly or through any associated company to use, register and promote any trademark or firm that may compete with the licensed trademark.

Fifth licensing period and termination
5.1 this Agreement shall enter into force on the signature of the formal representatives of the two parties and be approved by the first meeting of the Licensee's board of directors, and shall remain valid during the period when the license is valid, except where the agreement terminates in accordance with the provisions of Article 5.2 below.
5.2 this Agreement shall be terminated in the following circumstances:
(1) termination by Licensor: if the Licensor has less than fifty-one percent (51%) share in the joint venture company, if the joint venture company is dissolved or bankrupt or business stops, if the licensee violates any obligations of this agreement, if the technology licensing agreement or the joint venture contract terminates.
(2) if licensor violates the obligations of this agreement, the licensee may terminate it.
In any of the above circumstances, this Agreement shall be terminated within thirty (30) days after a notice is issued by registered letter.
5.3 no matter what causes the termination of this agreement, the joint venture company agrees (I) to immediately suspend any use of the Licensed Trademarks and / or any similar trade name including those of the company, and (II) immediately take various measures to stop the use of licensed trademarks for advertising, business registration, catalogues, Internet and website, telephone directory and any other similar roster.

Sixth protection
6.1 the joint venture shall notify the Licensor immediately of any infringement, imitation, imitation or other illegal use or misuse of the licensed trademark.
6.2 as the sole owner of the Licensor's trademark, the Licensor shall decide whether to take any measures against infringement, imitation, imitation or other illegal use or misuse of the licensed trademark. If the Licensor chooses not to take these measures, the joint venture company may take these measures at its own expense, but must obtain the written approval of the Licensor in advance. In such a case, the Licensor will cooperate with the joint venture company, including, but not limited to, one party, but the cost shall be borne by the joint venture company.
6.3 any monetary compensation or other money recovered by these actions shall be enjoyed by the party who bears the cost of these actions; or, if both parties share the cost, the money shall be shared by the two parties on the basis of the proportion of their expenses.
6.4 the joint venture shall provide the Licensor with all reasonable assistance in respect of the protection, execution or infringement of the licensed trademarks, whether in the courts, in administrative organs or in quasi judicial organs or other institutions.

Seventh new trademarks
7.1 if the joint venture company wishes to develop a name of the company, but not the format of the trademark, it shall negotiate with the Licensor and obtain its written approval. The Licensor shall have the right not to grant approval.
7.2 the newly developed trademark will be registered in the name of Licensor and will be deemed to be licensed to the trademark and firm of the joint venture company prior to the written approval of Licensor. Under such circumstances, all terms and conditions of this Agreement shall apply. The cost of acquiring and maintaining the new trademark shall be borne by the joint venture company.

Eighth applicable laws and Arbitration
8.1 this agreement is interpreted and applied in accordance with the laws of the People's Republic of China.
8.2 any dispute or claim arising out of this Agreement and which can not be settled through friendly negotiation between the two parties shall be settled only through arbitration and shall be applied to the arbitration rules of the China International Economic and Trade Arbitration Commission (CIETAC).
8.3 arbitration proceedings shall take place in Shanghai. The arbitral tribunal consists of three (3) members who are laid off according to CIETAC.
8.4 the parties (Licensor and the joint venture company) shall bear their own arbitration fees.

The ninth language
This agreement is written in two Chinese and English languages, and the two texts are equally authentic and consistent in all substance.
The original Chinese and English versions of this Agreement are three (3) copies.

Licensor (Gai Zhang): the licensee (Gai Zhang):
Legal representative (signature): legal representative (signature):
Place of signature: the location of the two points, namely, the first, the second and the third.
This is the year of the year.

Editor: vivi