Agreement of Registered User of Trade Mark
This agreement is made on this 5th day of October 2000 between RP Co. Ltd., a company registered under the appropriate laws of the U.S.A. and carrying on business at San Francisco, U.S.A. hereinafter called the registered proprietor (which term shall include unless excluded by or repugnant to the context its successors and assigns) of the one part and
AB Co. Ltd., a company registered under the Companies Act 1956 and carrying on business at ……………………………… hereinafter referred to as the user (which term shall include unless excluded by or repugnant to the context its permitted nominees) of the other part.
Whereas the registered proprietor is the manufacturer of and dealer in Computers for office purposes and holds the registered Trade Mark comof No. 5 in Class No. I in respect of Computers for office purposes.
And whereas the registered proprietor intends to expand its business and sell its products or similar products under its Trade Name in India and Eastern Asia.
And whereas the user in India has a manufacturing unit for manufacture Computers.
And whereas the user has approached the registered proprietor to sell its products using the registered proprietor’s said Trade Mark.
And whereas the registered proprietor has agreed to allow the user to sell its products under the Trade Mark as the registered proprietor on certain terms and conditions:
Now therefore these presents witnesseth and the parties hereby agree as follows:
1. The registered proprietor hereby doth grant to the user the non-exclusive right to use the said Registered Proprietor’s Trade Mark comof in respect of the user’s computers for office purposes.
2. The user shall pay to the registered proprietor a Royalty at 10% of the sale price of each computer and parts and components thereof.
3. The said royalty will be paid every six months on the basis of total sales effected irrespective of the collection of bills or receipt of payment for the said sale of computers by the user.
4. In default of payment of any two half-yearly payments the registered proprietor would be entitled to terminate this agreement.
5. The user shall manufacture and sell the computers in accordance with the specifications, make-up, brand and packing requirement of the registered proprietor.
6. The registered proprietor shall have access to the manufacturing unit of the user and to inspect the user’s books of accounts and records at all reasonable times on giving prior notice.
7. The user agrees, declares and covenants not to use the said mark or advertise or publish in journals, labels or on any other documents or on packings anything having the effect of diluting the distinctiveness of the Trade Mark of the registered proprietor and to give indications either visually or phonetically to the purchasing public that the user is using the Mark on the licence of the registered proprietor.
8. The user will make an application to the Registrar of Trade Marks for recording the present agreement and the fact that the user has been permitted to use the said Trade Mark of the registered proprietor in India.
9. The user shall inform the registered proprietor about any infringement of the said Trade Mark and take appropriate legal proceedings to protect the interest of the registered proprietor and all costs in relation thereto shall be borne by the user.
10. The user shall use the said Trade Mark so long as it manufactures computers itself in accordance with the terms and specifications of the registered proprietor.
11. This agreement is determinable by giving 3 months notice by the registered proprietor or by the user by showing any valid grounds therefor.
12. The user hereby undertakes to make necessary application and comply with the rules and regulations in relation to the User Agreement as also in connection with the manufacture and sale of computers for office purposes under the said Trade Mark.
(Particulars of goods covered by Trade Mark)
In witness whereof the parties hereto have executed these presents on the day, month and year first above-written.
Signed, sealed and delivered by Mr. ……..………….. at Calcutta pursuant to Board Resolution dated …….………. of RP Co. Ltd. in the presence of:
1. …………………… Signature
Signed, sealed and delivered by Mr. ……………….. at Calcutta pursuant to Board Resolution dated ………….. of AB Co. Ltd. in the presence of:
1. …………………… Signature