Trademark License Agreement

1. Introduction

This Trademark License Agreement ("Agreement") is entered into on [Date], between [Your Company Name], a company organized and existing under the laws of [Jurisdiction], with its principal place of business located at [Your Company Address] ("Licensor"), and [Licensee Name], a company organized and existing under the laws of [Jurisdiction], with its principal place of business located at [Licensee Address] ("Licensee").

2. Grant of License

2.1 Description of the Trademark

The Licensor hereby grants to the Licensee a non-exclusive license to use the trademark "[Trademark]" (the "Trademark") in connection with the Licensee's business operations as a janitorial service provider.

2.2 Scope of the License

Territory: The license is limited to the territory described as [Territory].
Duration: The license shall commence on the effective date of this Agreement and continue in full force and effect until terminated under Section 6.
Exclusivity: This license does not confer exclusivity to Licensee.

3. Consideration

3.1 Payment Terms

Licensee shall pay to Licensor a royalty fee of 5% of gross sales derived from products/services bearing the Trademark, payable monthly in arrears.
Initial upfront fees of $10,000 shall also be paid upon execution of this Agreement.

3.2 Obligations of Both Parties Regarding Payment

Licensee shall make all payments under the terms specified in this Agreement.
Licensor shall provide invoices to Licensee for all payments due under this Agreement.

4. Quality Control

4.1 Standards for Maintaining Quality

The licensee shall maintain the quality of janitorial services bearing the Trademark under the standards set forth by the Licensor.
The licensee shall ensure that all materials using the Trademark meet the quality standards established by the Licensor.

4.2 Procedures for Approval

The licensee shall submit all advertising and promotional materials using the Trademark to the Licensor for approval before use.

5. Intellectual Property Rights

5.1 Ownership of the Trademark

The licensor is the sole and exclusive owner of the Trademark.
Licensee acknowledges that this Agreement does not confer any ownership rights in the Trademark to Licensee.

5.2 Protection of Trademark Rights

The licensee shall not take any action that would infringe upon the Trademark rights of the Licensor.
The licensee shall notify the Licensor immediately of any suspected infringement of the Trademark.

6. Term and Termination

6.1 Duration of the Agreement

This Agreement shall remain in effect for an initial term of five (5) years from the effective date, with the option to renew for successive one (1) year terms upon mutual agreement of the parties.

6.2 Conditions for Termination

Either party may terminate this Agreement upon written notice if the other party breaches any material term of this Agreement.
This Agreement shall terminate automatically upon the bankruptcy or insolvency of either party.

7. Confidentiality

7.1 Obligations Regarding Confidential Information

Each party agrees to keep confidential all information disclosed during the term of this Agreement that is marked as confidential or would reasonably be considered confidential.

8. Indemnification

8.1 Responsibility for Damages

The licensee shall indemnify and hold harmless the Licensor from any damages or liabilities arising from the use of the Trademark by the Licensee.

9. Governing Law and Dispute Resolution

9.1 Applicable Law:

This Agreement shall be governed by and construed under the laws of [State/Country].

9.2 Dispute Resolution Mechanism

Any dispute arising out of or relating to this Agreement shall be resolved through arbitration under the rules of the [Arbitration Institution].

10. Miscellaneous:

10.1 Amendments to the Agreement

Any amendments to this Agreement must be made in writing and signed by both parties.

10.2 Entire Agreement Clause

This Agreement constitutes the entire understanding between the parties for the subject matter hereof and supersedes all prior agreements and understandings.

10.3 Severability Clause

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

10.4 Notices Provision

Any notices required or permitted under this Agreement shall be in writing and delivered to the addresses specified above.

11. Signatures

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.

[Your Name]

[DATE SIGNED]

[Licensee Name]

[DATE SIGNED]