LICENCE AGREEMENT 

1. License Term: The license agreement shall be and remain valid for 1 year as of its execution date. Unless either Party gives written notice to the other Party six months prior to the expiry date, stating that the term shall expire and the Agreement shall not be renewed, this license agreement shall be deemed to have been extended for a further 1 year and the same rule shall be applicable in every consequent year thereafter.

 

2. Use of License: The Licensee shall use the licensed trademark in its exact and identical form. The Licensor shall have the right to modify the licensed trademark and this license agreement shall also be applicable for these modified trademarks after a trademark registration application is filed for such modifications. The Licensee shall exactly maintain and uphold the quality of all goods/ services on which the trademark partially licensed to it is used. It shall indemnify the Licensor against all losses that the latter may sustain in the case of any event that may affect the trademark value.

​

3. Where a third party infringes the trademark and design rights including the digital design, the Licensee shall be obliged to inform the Licensor immediately and at the latest within 3 days following the day it becomes aware of it, and shall provide the necessary information so that the trademark and design rights owner shall apply to all legal remedies for protection, including the right to sue.

​

4. The invention registered in the name of the Licensor shall hereby be valid for descriptions registered in the patent/ utility model Registration Certificate.

 

5. The Licensee shall fully maintain and uphold the quality of the products under the licensed invention. For this reason, the Licensor shall have the right to do required quality audits at such times at its sole discretion.

 

6. The Licensee may use the licensed design in its exact form. The right to modify the licensed design shall be only vested in the Licensor and after these changes are registered, the license agreement shall also be applicable for these registered changes as well.

​

7. The Licensor may give a license to one or more than one individual or legal entity so that it/ they can use the invention subject to this license agreement and the Licensor may also use its own registered invention. 

 

8. The Licensee unconditionally accepts, and undertakes not to object to the fact, that the licensor has the right to license the use of the said invention to one or several individuals/ legal entities and that the Licensor itself shall also have the right to use such invention.

 

9. Sub-licensing Authority: The Licensor may not give any further license to any other individual or legal person for the use of the trademarks covered by this license agreement without the written consent of the Licensee. The Licensee has no right to sub-license.

​

10. License Responsibility: The Licensor shall assume all kinds of liability arising from products and designs (including digital designs). The Licensee shall maintain and uphold the quality and form of the designs/ goods on which the licensed trademark shall be used, and comply with the applicable standards.

​

Licensor's Obligations

The Licensor agrees to provide the Licensee with such assistance and necessary documents in respect of the following:

• To oppose and resist interventions on the validity of the Patent Rights by settling and solving any problems that may arise in connection with those rights;

• To inform the Licensee about all technical know-how for the invention;

• To provide the Licensee with all invention-related documentation and drawings
   

Licensee's Obligations

• The Licensee agrees to indemnify the Licensors and its heirs and successors against any losses that may arise from the unfair use by third parties as a result of the use of invention hereunder or any defect or fault therein. 

• The Licensee agrees to take all measures that are required to protect all trade secrets and confidential information that shall be provided by the Licensor to it during the term hereof and after its termination.

• The Licensee agrees that other responsibilities undertaken by it in other articles hereof shall be fulfilled.
   

11. The Parties agree that Istanbul Courts and Execution Offices shall have jurisdiction over any dispute that may arise from this License Agreement.

 

12. This License Agreement is not subject to any other term or formal condition. This License Agreement, consisting of 12 (twelve) articles has been read and understood by the Parties, who have duly signed this Agreement at their own free.