Trademark Licensing. On [●], a trademark license agreement was entered into between our Company and Xiamen Zhongjun Industrial Co., Ltd. (廈門中駿集團有限公司) (“Xiamen Zhongjun”) (the “Trademark License Agreement”), pursuant to which Xiamen Zhongjun agreed to irrevocably and unconditionally grant to our Company, and other members of our Group a non-transferable and non-exclusive license to use certain trademarks in the PRC, for a perpetual term commencing from the date of the Trademark License Agreement, on a royalty-free basis. The Trademark License Agreement will terminate upon China SCE Group Holdings ceasing to be our Controlling Shareholder. For a full list and details of the licensed trademarks, see “Appendix IV—Statutory and General Information—B. Further Information about Our Business—2. Intellectual property rights of our Group” to this Document. In addition, Xiamen Zhongjun has undertaken to renew and maintain the registration of the Licensed Trademarks upon expiry during the term of the Trademark License Agreement. We believe that the entering into of the Trademark License Agreement with a term of more than three years can ensure the stability of our operations, and is beneficial to us and our Shareholders as a whole. The Joint Sponsors are of the view that it is normal business practice for agreements of this type to be of duration of more than three years. As of the Latest Practicable Date, Xiamen Zhongjun as the registered proprietor of the licensed trademarks was an indirect wholly-owned subsidiary of China SCE Group Holdings, one of our Controlling Shareholders. Each of Xiamen Zhongjun and China SCE Group Holdings is therefore a connected person of our Company for the purpose of the Listing Rules. Accordingly, the transactions under the Trademark License Agreement will constitute continuing connected transactions for our Company under Chapter 14A of the Listing Rules upon [REDACTED]. As the right to use the licensed trademarks is granted on a royalty-free basis, the transactions under the Trademark License Agreement will be within the de minimis threshold provided under Rule 14A.76 of the Listing Rules and will be exempt from the reporting, annual review, announcement and independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules.
Trademark Licensing. During the Cooperation Period, Party A shall grant Party B a non-exclusive license to use certain trademarks owned by Party A that have been registered worldwide or for which registration applications have been submitted (“Licensed Trademarks”) on a royalty-free basis; without the consent of Party A, Party B shall not transfer such license. Party B may use the Licensed Trademarks in business activities within the statutory business scope, or legally use the Licensed Trademarks in any promotion, publicity and advertising activities carried out in the name of Party B. The scopes and licensing methods of specific Licensed Trademarks shall be subject to the Trademark Licensing Contract signed by the parties.
Trademark Licensing. 1. Party A will exclusively license Party B to operate the following registered trademarks free of charge, and Party A shall not grant license to any other third party thereafter, otherwise Party A shall be deemed to have breached the Contract.
Trademark Licensing. On April 1, 2022, our Company entered into a trademark licensing agreement (the “Trademark Licensing Agreement”) with Xxxxxxxx Xxxx, pursuant to which Xxxxxxxx Xxxx agreed to grant to our Company and our subsidiaries from time to time the right to use the trademark “ “ (the “Licensed Trademark”) registered in Hong Kong (Registration number: 304792816) for a term commencing from April 1, 2022 to December 31, 2024 on a royalty-free basis. See “Statutory and General Information — B. Further information about our business — 2. Intellectual property rights of our Group” in Appendix VI to this document for details of the Licensed Trademark. Reasons for the transaction We consider the “Luye” brand reflects our corporate identity and represents the quality of our products. Implications under the Listing Rules Xxxxxxxx Xxxx is one of our Controlling Shareholders and thus a connected person of our Company upon [REDACTED]. Accordingly, the transactions under the Trademark Licensing Agreement will constitute continuing connected transactions for our Company under Chapter 14A of the Listing Rules upon [REDACTED]. As the right to use the Licensed Trademark is granted to our Company and our subsidiaries on a royalty-free basis, the transactions under the Trademark Licensing Agreement will fall below the de minimis threshold provided under Rule 14A.76 of the Listing Rules upon [REDACTED] and will be exempt from the reporting, annual review, announcement, circular and independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules.
Trademark Licensing. In determining the proposed caps for the transactions contemplated under this category of the said agreement, the Company has taken into account the historical fees paid by the Company, which is charged at a fixed amount per annum. Property Leasing Services to/from SDG Group Co. In determining the proposed caps for the transactions contemplated under this category of the said agreement, the Company has taken into account the rent of the existing leases that are expected to take effect or continue and the historical fees for renting of equipments to/from SDG Group Co.. Further, the Company anticipates there will be new properties leased from SDG Group Co. to the Company for the three years ending 31 December 2023.
Trademark Licensing. The annual licensing fee is charged at a fixed amount of approximately RMB750,000 for the three years ending 31 December 2023 which is determined with reference to its historical fees. Property Leasing Services to/from SDG Group Co. For properties leased for production and operation, the annual rent is determined with reference to its appraisal price and for properties leased for office use, the price shall be determined taking into account then prevailing market rental. The annual rent for equipments shall be determined taking into account then prevailing market prices of the same or similar products or services. If there is no reference available, the price shall be negotiated through arm’s length negotiations by the parties on normal commercial terms.
Trademark Licensing. The Seller grants to the Purchaser a non-transferable, non-exclusive, worldwide license to use each of the Marks solely for the purpose of (i) reselling or otherwise distributing that certain inventory of each DAA and codec chipset listed in Part 2.10 of the Seller Disclosure Schedule until such inventory of each DAA or codec is depleted; and (ii) once all such inventory of each DAA or codec chipset part number is depleted, reselling or otherwise distributing each such DAA and codec chipset part number purchased in reasonable quantities from Silicon Laboratories, Inc. (provided that each such chipset part number is manufactured to the specifications for such chipset part number existing on the Closing Date) during the six-month period following Closing Date, provided that in the case of all such resale or other distribution under the foregoing license, the Purchaser affixes a conspicuous notice to all datasheets that such part number marks are "used under license from PCTEL, Inc." Notwithstanding the foregoing license, the Purchaser expressly agrees and acknowledges that it is solely responsible for all domestic and foreign governmental and other entity approvals, licenses or other rights to ship to such countries any Product, such DAA or codec chipset, software or combination thereof.
Trademark Licensing. 1. Party A will exclusively license Party B to operate the following registered trademarks free of charge, and Party A shall not grant license to any other third party thereafter, otherwise Party A shall be deemed to have breached the Contract. Class 09, Class 18, Class 25 Trademark (Registration No.: D.L. No. 6085209) Trademark Name: blinzeln; Class 09, Class 18, Class 25 Trademark (Registration No.: D.L. No. 6085208) Trademark Name: xxxxxxxx; Class 09 Trademark (Registration No.: D.L. No. 6240342) Trademark Name: Xxxxxxxx; Class 09 Trademark (Registration No.: D.L. No. 6240343) Trademark Name: qweatyn; Class 09 Trademark (Registration No.: D.L. No. 6243501) Trademark Name: Navyral; Class 09 Trademark (Registration No.: D.L. No. 6243502) Trademark Name: xxxxxxx; Class 09 Trademark (Registration No.: D.L. No. 6243500) Trademark Name: xxxxxxx;
Trademark Licensing. At Closing, Purchaser, the Company and Seller shall execute the Trademark Licensing Agreement, the form of which is attached to this Agreement as Exhibit C, and in accordance with the Trademark Licensing Agreement, Purchaser will license certain trademarks from Seller pursuant to the terms and conditions contained in such agreement.
Trademark Licensing. Subject to the terms of this Agreement, the Licensor agrees to grant the Licensee the exclusive right and the Licensee agrees to accept such exclusive right granted by the Licensor to use all or any part of the trademarks as shown in Schedule I or to display any graphic, text, label, or xxxx of any part of the aforesaid trademarks (hereinafter collectively referred to as “Trademarks”). Without the consent of the Licensee, the Licensor shall not grant other third parties the right to use of the Trademarks.
