A company licensing agreement is a legal document that outlines the terms and conditions of a licensing partnership between two companies. The agreement allows one company to use the other company`s intellectual property for a set period of time in exchange for payment or some other agreed-upon compensation.
There are many different types of licensing agreements, but the most common are trademark, patent, and copyright licensing agreements. In this article, we will provide an example of a company licensing agreement for a trademark and highlight some of the key components of the agreement.
Example of a Company Licensing Agreement:
This licensing agreement (“Agreement”) is entered into on [Date] (“Effective Date”) by and between [Licensor], a [State] corporation with its principal place of business at [Address] (“Licensor”), and [Licensee], a [State] corporation with its principal place of business at [Address] (“Licensee”).
1. Grant of License: Licensor grants Licensee a non-exclusive, non-transferable license to use the [Trademark] (“Trademark”) in connection with the manufacture, sale, and distribution of [Product/Service] (“Product”). The license is limited to the territory of the United States.
2. Term and Termination: The term of this Agreement shall commence on the Effective Date and continue for a period of [Number of Years] years. Either party may terminate this Agreement upon [Number of Days/Months] written notice if the other party breaches any material provision of this Agreement.
3. License Fees: Licensee shall pay Licensor a license fee of [Dollar Amount] payable on [Date] and on the [Same Day Each Year/Month]. If the payment is not made within [Number of Days/Months] of the due date, Licensor may terminate this Agreement.
4. Quality Control: Licensee shall maintain the quality of the Product to which the Trademark is applied in a manner consistent with Licensor`s quality standards. Licensor shall have the right to inspect Licensee`s facilities and product samples to ensure that the quality standards are being met.
5. Indemnification and Liability: Licensee shall indemnify and hold Licensor harmless from any claims, damages, or expenses arising out of or in connection with the use of the Trademark by Licensee. Licensor shall not be liable for any damages arising out of the use of the Trademark by Licensee.
6. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of [State] without regard to its conflict of laws provisions.
7. Entire Agreement: This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous negotiations, discussions, or agreements between the parties.
In conclusion, a company licensing agreement is a critical document that outlines the terms and conditions of a licensing partnership between two companies. The example outlined above highlights some of the key components of a licensing agreement, including the grant of license, term and termination, license fees, quality control, indemnification and liability, and governing law. If you`re considering entering into a licensing agreement, it`s important to work with a trusted legal professional to ensure that the agreement meets your needs and protects your rights.