Trade-Name License Agreement

TRADE-NAME LICENSE AGREEMENT

THIS AGREEMENT is made by and between ________________, a [type of entity] (hereinafter referred to as "Licensor"), and ____________, a [type of entity] (hereinafter referred to as "Licensee").

W I T N E S S E T H

WHEREAS, Licensee acknowledges that licensor is the owner of the name "_________________" and any variation thereof (the "Name"); and

WHEREAS, Licensee is desirous of using the Name in connection with _______________.

NOW, THEREFORE, in consideration of the mutual promises herein contained, the parties hereto agree as follows:

1. Grant of License. Licensor hereby grants to Licensee and Licensee hereby accepts the right, privilege and nonexclusive license to use the Name solely in connection with _____________________ (the "Business"). Licensee shall use the Name at all times for the Business and no other purposes. Licensor represents and warrants that, to the best of its knowledge, it owns the rights to the Name.
   
   
2. Term. The term of the license hereby granted shall be effective upon the date of execution of this Agreement and shall continue for ____ years, unless sooner terminated in accordance with the provisions hereof.
   
   
3. License Fee. Licensee shall pay to Licensor, as a license fee for the use of the Name, $____________, payable [on the date hereof] [set forth payment date or dates].
   
   
4. Nonexclusivity. Nothing in this Agreement shall be construed to prevent Licensor from granting any other licenses for the use of the Name or from utilizing the Name in any manner whatsoever.
   
   
5. Good Will. Licensee recognizes that there exists great value and good will associated with the Name, and acknowledges that the Name and all rights therein and good will pertaining thereto belong exclusively to Licensor, and that the Name has a secondary meaning in the mind of the public.
   
   
6. Licensor’s Title and Protection of Licensor’s Rights.

1. Licensee agrees that it will not during the term of this Agreement, or thereafter, attack the title or any rights of Licensor in and to the Name or attack the validity of the license granted herein.
2. Licensee agrees to assist ....