Trademark Licensing Contract
Contract No: No.
Licensor: Mr.
Legal home address:
The legal representative is:
Job title: Mr.
Principal agent: XXX
ID card number:
Mailing address:
Zip code:
Contact person:
Tel: I am, I am, I am.
Fax: TK, TK, TM, TM, TM, etc.
Account No.:
E-mail:
The licensee: he is a man.
Legal home address:
The legal representative is:
Job title: Mr.
Entrustment agent
ID card number:
Mailing address:
Zip code:
Contact person:
Tel: I am, I am, I am.
Fax: TK, TK, TM, TM, TM, etc.
Account No.:
Electronic mail box:
Article 1 Definition
1. the term "trademark" under this contract means that the Licensor has been registered within and outside People's Republic of China as soon as the contract becomes effective. register Trademarks related to core businesses include, but are not limited to, Enclosure The trademarks listed below (hereinafter referred to as "license"). trademark ".
2. "contract products" refers to the products listed in annex two to the contract.
3. "net selling price" refers to the balance of the sales invoice price of a contract product after deducting the cost of packing, transportation, insurance, commission, business discount, tax and purchase.
4. "effective date of contract" means the date of signature of both parties hereto.
5. other definitions and explanations:
Second terms and duration of contract
1. in accordance with the provisions of the following terms, the Licensee agrees to obtain from Licensor that Licensor agrees to grant the Licensee the right to use the registered trademark referred to in Annex I alone and to use it only in the manufacture and sale or distribution of the contract products. The names, models, specifications and technical parameters of the contract products are detailed in annex two to the contract. Such rights are exclusive and non transferable. The Licensor shall not allow the third party to use or transfer any license trademark to the third party unless the Licensee agrees. The Licensee shall use the licensed trademark in accordance with the provisions of this contract, but the Licensor may still use the trademark.
2. the license is valid only in the area of the area. The Recipient agrees not to use or authorize others to use the trademark directly or indirectly in other areas, nor to sell the product to the third party who knowingly or possibly sells the contract products in the knowledge area.
3. Licensor is responsible for providing relevant information of the registered trademark to the receiving party, including the character, pattern, application, and serial number of the registered trademark. The details are shown in Appendix 1 to the contract.
4. the Recipient agrees to mark the "registered trademark of the company's registered trademarks," the company's "year of registration," or "other requirements" of other licensors.
5. the licensee may use any one or more licensed trademarks until the expiration of the license registration period without being protected by law or until the two parties reach an agreement to terminate the use date.
6. the expiration or termination of the registration period mentioned in the 2.5 mentioned above shall not affect the licensing of other unexpired or terminated trademarks under this contract.
Third contract prices
1. in accordance with the content and scope of the second regulations, the contract shall be calculated in terms of the amount of the charges in the contract, the monetary unit in the contract shall be the gross domestic product.
2. the computation time of the contract fee shall start from the month of the month after the effective date of the contract. According to the calendar year, December 31st will be the settlement date of the royalty.
3. the royalty rate is calculated on the basis of the net selling price of the contract products for the year.
4. after the use fee settlement day, the receiving party shall provide the Licensor with a complete and accurate report on the number of sales, net sales and royalties payable for Fang Shangyi's annual contract products, and the specific calculation method of net sales and royalties shall be found in Annex three to the contract. If there is any inconsistency or error in the report or payment, the licensor should question the date of receipt of the report, and the receiving party should correct it in time.
5. the Recipient agrees to establish and retain all the accounting books and records relating to the transaction activities under this contract. If the Licensor needs to check the accounts of the recipient, it shall notify the receiving party within 10 days after receipt of the written report issued by the recipient pursuant to the 3.4 provision.
Fourth terms of payment
1. the royalties stipulated in the third clause of this contract shall be paid to the Licensor by the Bank of Hong Kong and Macao (the business bank of the receiving party) and the Bank of Hong Kong (the business bank of the Licensor here). The currency used in the payment shall be the gross domestic product.
2. the Licensor shall immediately issue the relevant documents upon receipt of the written report issued by the recipient pursuant to Article 3.4, and the recipient shall pay the royalty to Licensor within thirty days after receipt of the following documents issued by the Licensor.
3. in accordance with the provisions of this contract, the recipient shall have the right to deduct directly from the expenses mentioned above if such party may pay the penalty or compensation to the recipient.
Delivery of fifth pieces of data
1. Licensor shall provide the recipient with the name and content of the registered trademark, and the application for registration by the Trademark Office in accordance with Annex I to this contract.
2. the Licensor shall, at the same time of signing this contract, deliver the information specified in the 5.1 clause to the receiving party.
Sixth commodity quality
1. the Recipient agrees that the contract product will meet the high standard, and its sample, appearance and quality will give full play to its best results and protect and enhance the reputation of the trademark and its reputation. The receiving party guarantees that the contract products comply with the quality standards specified in annex two, and the production, sale and distribution of the contract products will comply with the law of the place of sale and shall not affect the reputation of the Licensor and its trademark itself.
2. in order to achieve this goal, the recipient shall send to the Licensor a certain quantity of product samples and its packaging cartons and packaging materials free of charge before the sale of the contract products, so as to obtain the written consent of the Licensor. The quality samples of the contract products and their cartons and packaging materials shall be agreed with the Licensor. Each product submitted to Licensor shall not be deemed to be passed before it has written consent. After the consent of the sample is obtained, the recipient shall not make substantial changes without the written consent of the Licensor. The Licensor shall not withdraw his consent to the sample unless he has written notice to the receiving party 60 days in advance.
3. at the request of the Licensor, the licensee will provide the Licensor with no more than a random sample and not only the carton, the packing box and the packing material, but also the carton, the packing box and the packing material.
Seventh infringement and guarantee
1. Licensor's statement and warranty:
(1) Licensor guarantees that it is the lawful holder of the registered trademark of the contract and has the right to grant it to the receiving party. If the third party accuses of infringement during the execution of the contract, the Licensor shall be responsible for negotiating with the third party and shall assume all legal and economic responsibilities arising therefrom.
(2) Licensor guarantees that all government approvals (if necessary) and internal authorization procedures required for the signing of this contract have been obtained or completed. The signing of this contract is a valid authorized representative of the Licensor, and the signing of this contract constitutes a binding liability to Licensor.
(3) the Licensor's signing of this contract or fulfilling its obligations under this contract does not violate any other agreements or articles of association made by the Licensor, nor does it violate any laws, regulations or regulations.
2. the representations and guarantees of the recipient:
(1) the licensee is a joint-stock enterprise established in accordance with the law. It has an independent legal personality and now has an effective business license.
(2) the internal authorization procedures required by the licensee to sign this contract have been completed. The signing of this contract is a valid authorized representative of the licensee, and the signing of this contract constitutes a binding liability to the Licensee.
(3) the signing of this contract by the receiving party or the performance of its obligations under this contract does not violate any other agreements or articles of association made by them, nor does it violate any laws, regulations or regulations.
(4) the receiving party is responsible for defending the claim, litigation or loss arising from the unauthorized use of the trademark, patent, process, design idea and method of the contract product, and the claim, litigation or loss arising from the defects of other acts or products, and the Licensor is free from the loss.
3. the receiving party provides the necessary help with the Licensor to protect the Licensor's right to have the trademark. Within the knowable scope, the receiver shall inform the Licensor in writing of the infringement and imitation of the trademark of the contract product. Both parties may sue or claim in their own name or in the name of both parties.
4. Licensor shall ensure that he does not cancel the registered trademark during the contract period, so as to ensure the legality of the registered trademark. If renewal is required, it should be responsible for handling related matters.
Eighth promotional materials
1. in any case, if the recipient wishes to obtain promotional materials for the contract products, the cost and time for the production of the promotional material shall be borne by the receiving party. All the publicity materials related to the trademarks or their replicas of this contract shall be owned by the receiving party. Licensor shall pay the fee if licensor requests to use or license it to the other party. At that time, the two sides can negotiate a contract.
2. the consent of the receiving party shall not publicize or advertise the contract product of the trademark used on the radio or television station without the prior written approval of the Licensor. Licensor is free to decide whether to approve or disapprove.
The ninth distribution
1. the Recipient agrees to make all efforts diligently and continuously manufacture, distribute or sell the contract products, and will make necessary and appropriate arrangements for this purpose.
2. the recipient shall not sell the contract products to wholesalers, retailers, retail outlets and traders who are likely to sell the contract products as promotional gifts without any prior written consent from the Licensor.
Tenth bankruptcy and breach of contract
1. if the receiving party fails to start producing and selling the contract products within the month after the agreement is reached, the Licensor may notify the receiving party in writing to terminate the contract.
2. if the receiver makes an application for bankruptcy, or is declared bankrupt, or the bankruptcy proceedings are filed with the receiver, or the receiver is not able to repay, or the transferee transfers the interests of his creditors, or arranges in accordance with the bankruptcy law, or the receiver stops operating, or someone receives his business, the contract is automatically terminated. Unless agreed by the Licensor in writing, the receiving party, its receiver, representative, trustee, agent, administrator, successor or transferee shall not have the right to sell, utilize or operate the contract products in any way, or the relevant cartons and packaging materials. This is a must.
3. if any party breaches the obligations under this contract, the other party shall have the right to terminate the contract in writing 10 days after the date of notification, unless the breach party makes full compensation for the loss caused by the breach of contract within 10 days, so as to satisfy the other party.
Eleventh final report
1. within 60 days before the expiration of the contract, or within 10 days after receipt of the notice of termination of the contract, or within 10 days after termination of the contract without notice, the receiving party shall issue a report to the Licensor to indicate the quantity and type of the contract products in hand and under processing.
2. Licensor has the right to carry out physical inventory to confirm inventory and report accuracy. If the receiving party refuses the verification of Licensor, it will lose the right to handle the inventory.
Twelfth inventory handling
1. when the contract is terminated according to the tenth clause, if the recipient has paid the use fee and has provided a report in accordance with third requirements, if the contract does not contain any other provision, the receiving party may handle the contract products which are under process and are processed within the day after receiving the notice of termination of the contract.
2. if the quality and pattern of the contract product produced by the recipient do not meet the requirements of Licensor, the contract will be terminated. The receiving party shall not re produce, sell or handle any contract product.
Thirteenth taxes and fees
1. all taxes and charges imposed by the government of the People's Republic of China on the receiving party under its current tax law shall be borne by the receiving party.
2. all taxes and duties imposed by the People's Republic of China government on Licensor on the basis of its current tax law shall be borne by Licensor.
Fourteenth force majeure
1. if any party in this contract is subject to force majeure (force majeure event), it is unforeseen or even unavoidable and insurmountable to be affected by a force majeure which cannot be reasonably controlled by the party. After the date of signing the contract, it will become impossible or impractical for the party to perform all or part of the contract objectively. Such incidents include, but are not limited to, floods, fires, droughts, typhoons, earthquakes, and other natural disasters, traffic accidents, strikes, riots, riots and wars (whether or not they have declared war), as well as actions and omission of government departments, which fail to perform all or part of their obligations under this contract. The fulfilling of this obligation shall be suspended during the event of force majeure.
2. claims that the party affected by the force majeure event shall, in the shortest possible time, notify the other party of the occurrence of the event of force majeure in writing in the shortest possible time, and, within fifteen days after the occurrence of the force majeure event, provide the other party with appropriate evidence of such force Majeure and its duration by hand or by registered airmail. The claim that force majeure causes its execution of the contract objectively becomes an impossibility or impractical party and has the responsibility to make every reasonable effort to eliminate or mitigate the impact of such force majeure events.
3. when an event of force majeure occurs, the parties shall immediately decide through friendly negotiation how to execute the contract. After the event of force majeure or its effect is terminated or eliminated, the parties shall immediately resume their respective obligations under this contract. If the force majeure and its effects can not be terminated or eliminated, any party to the contract may lose the ability to continue to perform the contract, the provisions of this contract relating to the termination of the contract shall apply.
Fifteenth dispute resolution
1. all disputes arising from or in connection with the execution of this contract shall be settled through friendly negotiation.
2. if the two parties fail to reach an agreement through negotiation, they shall be submitted to the China International Economic and Trade Arbitration Commission for arbitration in accordance with the arbitration rules which are currently in force at the time of application for arbitration. The arbitral award is final and binding upon both parties.
3. the arbitration fee shall be borne by the losing party.
4. in the course of handling disputes, other parts of the contract will continue to be executed except for the part of arbitration.
The entry into force of the sixteenth contract and others
1. the contract is signed by the authorized representatives of the two sides in the year of the year of the two sides of the year. It will take effect from the date of signature.
2. the validity period of this contract is calculated from the effective date of the contract. After expiration of this contract, the contract will automatically become invalid.
3. after the invalidation of this contract, the recipient shall not use the trademark or similar trademark in the manufacture, sale or distribution of its own products, except in the circumstances mentioned in the twelfth clause. Licensor may freely transfer the right to use the trademark in the process of production, sale and distribution of the agreement products.
4. in the execution of this contract, any modification, modification and increase or decrease of the terms of the contract shall be agreed and signed by both parties through consultation, and shall be signed as a part of the contract and have the same effect as the contract.
5. the contract shall be terminated in the following manner:
(1) the time limit for this contract is full, or if it is full.
(2) during the validity period of this contract, the two parties have terminated the agreement, or the company has completed the agreement.
(3) any party in this contract shall be unable to continue to perform this contract because of earthquake, storm, flood, war and other force majeure.
(4) terminate this contract in accordance with the provisions of laws and regulations, or terminating the judgment, ruling or decision of this contract by a court or arbitral body with jurisdiction.
6. after the expiration of this contract, the debtors and debts of the two parties are not affected by the expiration of the contract, and the debtor shall continue to complete the debt to the creditors.
7. the contract is composed of articles 1 to sixteenth and Annexes 1 to four. The body and annexes of the contract are inseparable and have the same legal effect.
8. both sides hold two copies of the contract. During the validity of the contract, the communication between the two parties is carried out in English. Formal notice should be sent by registered airmail in two copies.
Licensor (Gai Zhang): the licensee (Gai Zhang)
The legal representative (signature): the legal representative (signature):
Bank of deposit: Bank of China
Account number: the number of accounts is:
This is the year of the year.
Place of signature: the location of the two points:
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