In consideration of mutual party promises contained herein, both parties agree hereto;
1. Entities – Rain Marketing Systems is an LLC issuing licensing rights under ATeachersHome.com, AnOfficersHome.com, AFirefightersHome.com, and ANursesHome.com, which from here on will be referred to as the entities of Rain Marketing Systems. All terms of agreement between the licensee and Rain Marketing Systems are applicable to all entities associated with Rain Marketing Systems.
2. Grant of License - The licensor herby grants the licensee the right, privilege and nonexclusive right to the trademark logo and name associated with Rain Marketing Systems and all entities thereof. The licensee shall use this name in conjunction with their current real estate company name and logo, where appropriate. Licensor represents and warrants to the best of its knowledge that it owns the rights to the name.
3. Term. The term of this agreement shall be one year from the initial contract date, unless otherwise terminated in accordance with the provisions hereof.
4. License fee. The Licensee shall pay to Licensor a fee for the use of the name, marketing materials, web site access, and intellectual property of Rain Marketing Systems, an annual fee as agreed upon in the purchase agreement, payable (on date of contract, set forth payment date / dates).
5. Nonexclusivity. Nothing in this agreement shall be construed to prevent Licensor from granting any other licenses for the use of the name and materials, or from utilizing the name in any other manner whatsoever.
6. Good Will. Licensee recognizes that there exists great value and good will associated with the name Rain Marketing Systems and its entities, and acknowledges that the name and all rights therein and good will pertaining thereto, belong exclusively to the Licensor, and that the name has a secondary meaning in the mind of the public.
7. Licensor’s Title and Protection of Licensor’s Rights.
- 1. Licensee agrees that it will not during the term of this agreement, or thereafter, attack the title or any of the rights of Licensor in and to Rain Marketing Systems, or attack the validity of the license granted herein.
- 2. Licensee agrees to assist in the promoting and securing the image and reputation associated with the name Rain Marketing Systems and its entities.
8. Strategic Alliances. The Licensee shall hereby honor relationships established by Licensor in conjunction with business operations of Rain Marketing Systems. Relationships have been established to provide additional value to the name Rain Marketing Systems and for all licensees thereof. The Licensee agrees to protect those relationships for the benefit of the name Rain Marketing Systems and the benefit of our clients.
9. Provisions - Licensee shall not use the name and or logo of Rain Marketing Systems or any variation thereof, on any marketing material print, or recorded, without the expressed written consent of Rain Marketing Systems.
10. Code of Conduct.
- 1. The licensee shall be a representation of the name Rain Marketing Systems at all times. The Licensor reserves the right to revoke the license of any Licensee at any time for conduct unbecoming of a representative of Rain Marketing Systems
- 2. When addressing a client of Rain Marketing Systems the Licensee must acknowledge that they are a licensee of the specified entity of Rain Marketing Systems in addition to their name and the name of their current real estate company.
11. Termination.
- 1. This agreement may be terminated by the Licensor for any reason substantiated by the code of conduct clause.
- 2. Licensor may terminate the license for failure to honor Strategic Alliances. Outside relationships may be utilized and will be honored by the Licensor provided that there is a significant advantage to the clients of Rain Marketing Systems, and are related in writing to the management of Rain Marketing Systems within 30 days of said relations.
- 3. Licensor reserves the right to cancel the license for nonpayment.
12. Non-Compete Clause.
- 1. The licensee understands that they are privileged to business plans, marketing strategies and other intellectual properties exclusive to Rain Marketing Systems and its entities. Licensee agrees not to enter into any competitive marketing for a term of two years from the termination of relations with Rain Marketing Systems, and any affiliates thereof.