国际商标许可合同格式(附英文

国际商标许可合同格式(附英文内容摘要：

nsee during the preceding calendar ____________, together with any returns made during the preceding calendar ___________ For this purpose, Licensee shall use the statement form attached hereto, copies of which form may be obtained by Licensee from Licensor. Such statements shall be furnished to Licensor whether or not any of the articles have been sold during the preceding calendar ____________. (d) Royalty payments Royalties in excess of the aforementioned minimum royalty shall be due on the ___________ day of the ____________ following the calendar _____________ in which earned, and payment shall acpany the statements furnished as required above. The receipt or acceptance by Licensor of any of the statements furnished pursuant to this agreement or of any royalties paid hereunder (or the cashing of any royalty checks paid hereunder) shall not preclude Licensor from questioning the correctness thereof at any time, and in the event that any inconsistencies or mistakes are discovered in such statements or payments, they shall immediately be rectified and the appropriate payment made by Licensee. Payment shall be in _______________. Domestic taxes payable in the licensed territory shall be payable by Licensee. 3 Exclusivity (a) 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, except that Licensor agrees that except as provided herein it will grant no other licenses for the territory to which this license extends effective during the term of this agreement, for the use of the Name in connection with the sale of the articles described in paragraph 1. (b) It is agreed that if Licensor should convey an offer to Licensee to purchase any of the articles listed in paragraph 1, in connection with a premium, giveaway or other promotional arrangement, Licensee shall have _______ days within which to accept or reject such an offer. In the event that Licensee fails to accept such offer within the specified _______ days, Licensor shall have the right to enter into the proposed premium, giveaway or promotional arrangement using the services of another manufacturer, provided, however, that in such event Licensee shall have a three (3) day period within which to meet the best offer of such manufacturer for the production of such articles if the price of such manufacturer is higher than the price offered to Licensee by Licensor. Licensee agrees that it shall not, without the prior written consent of Licensor, (i) offer the articles as a premium in connection with any other product or service, or (ii) sell or distribute the articles in connection with another product or service which product or service is a premium. 4 Good Will Licensee recognizes the great value of the 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. 5 Licensor39。 s Title and Protection of Licensor39。 s Rights (a) 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 this license. Licensor hereby indemnifies Licensee and undertakes to hold it harmless against any claims or suits arising solely out of the use by Licensee of the Name as authorized in this agreement, provided that prompt notice is given to Licensor of any such claim or suit and provided, further, that Licensor shall have the option to undertake and conduct the defense of any suit so brought and no settlement of any such claim or suit is made without the prior written consent of Licensor. (b) Licensee agrees to assist Licensor to the extent necessary in the procurement of any protection or to protect any of Licensor39。 s rights to the Name, and Licensor, if it so desires may mence or prosecute any claims or suits in its own name or in the name of licensee or join Licensee as a party thereto. Licensee shall notify Licensor in writing of any infringements or imitations by others in the Name on articles the same as or similar to those covered by this agreement which may e to Licensee39。 s attention, and Licensor shall have the sole right to determine whether or not any action shall be taken on account of any such infringements or imitations. Licensee shall not institute any suit or take any action on account of any such infringements or imitations without first obtaining the written consent of the Licensor so to do. 6 Indemnification by Licensee and Product Liability Insurance Licensee hereby indemnifies Licensor and undertakes to defend Licensee and/or Licensor against and hold Licensor harmless from any claims, suits, loss and damage arising out of any allegedly unauthorized use of any trademark, patent, process, idea, method or device by Licensee in connection with the articles covered by this agreement or any other alleged action by Licensee and also from any claims, suits, loss and damage arising out of alleged defects in the articles. Licensee agrees that it will obtain, at its own expense, product liability insurance from a recognized insurance pany which has qualified to do business in ____________, providing adequate protection (at least in the amount of _______) for Licensor (as well for Licensee) against any claims, suits, loss or damage arising out of any alleged defects in。