Licensing Agreement #10 Good Will Benefits
09-25-09
For the next few posts I will be breaking down a general Licensing Agreement clause-by-clause and giving brief explanations on what it all means. For the beginning of this series of posts, start at the first one dated Sept 14, 2009 (scroll down).
This is the next clause in a Licensing contract:
8. GOOD WILL AND BENEFITS
8.1 The Licensee recognizes the value of the good will associated with the Licensor’s Property stated in Schedule A and acknowledges that the Property and all rights therein are the good will pertaining thereto, belong exclusively to the Licensor. The Licensee further recognizes and acknowledges that this Property has secondary meaning in the mind of the public. The Licensee agrees that during any Term of the Agreement, or thereafter, it will not attack the title or any rights of the Licensor in and to the Property.
8.2 The Licensee agrees that its use of the Property shall inure to the benefit of the Licensor and that the Licensee shall not, at any time, acquire any rights in the Property stated in Schedule A by virtue of any use it may make of the Property.
8.3 The Licensor agrees that its use of the Product shall inure to the benefit of the Licensee and that the Licensor shall not, at any time, acquire any rights in the Product or related characters/components stated in Schedule A by virtue of any use it may make of the Product.
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Clause 8.1 defines the benefit in and to all the Property are owned solely and exclusively by the Licensor and the Licensee shall not attack in any way verbally, in writing or in court, the value or rights of the Property during the contract or any time after.
8.2 details that the use of the Property by the Licensee does not grant any rights or benefit to the Licensee in any way.
8.3 expresses that the Licensor recognizes and agrees that they will not acquire any rights in the Product bearing their Property and all benefits from the product remain with the Licensee who created it.
Next – Licensing Agreement #11 INDEMNIFICATION
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As most of you know, I am not a lawyer or an accountant and I recommend everyone seek their own legal counsel, accountant and tax advice in all contractual matters.
I provide consulting which is detailed on the ‘services’ page of this website.
Hope this contract breakdown helps you understand the intricacies of a Licensing Agreement. Should you have any questions contact me at info@Playdigm.com – please put ‘Your name & Licensing’ in the subject line of your email.
Thank you.
Sandford Tuey
Tags: contract, Licensing Agreement, Sandford Tuey