VIEWS: 162 PAGES: 11 CATEGORY: Organizational and Strategic Management POSTED ON: 11/16/2013
This License to Operate a Kiosk is entered into between a property owner and party that wants to obtain a license to operate a kiosk on the property. Customize the information of the parties, the type of kiosk that will be operated, the operating costs, the rent costs, and much more. Perfect for malls, expositions, corporate events, conventions, parks, and any other type of location that has kiosks, this agreement is ideal for small businesses that want to grant or obtain a license to operate a kiosk on certain property.
License to Operate a Kiosk This License to Operate a Kiosk is entered into between a property owner and party that wants to obtain a license to operate a kiosk on the property. Customize the information of the parties, the type of kiosk that will be operated, the operating costs, the rent costs, and much more. Perfect for malls, expositions, corporate events, conventions, parks, and any other type of location that has kiosks, this agreement is ideal for small businesses that want to grant or obtain a license to operate a kiosk on certain property. LICENSE TO OPERATE A KIOSK THIS LICENSE TO OPERATE KIOSK (hereinafter referred to as the “Agreement”) is made on _________________ [Instructions: Insert the date of this agreement] between _________________ [Instructions: Insert the name of the party granting the license] (hereinafter referred to as the “Licensor”) of ____________________________________ [Instructions: Insert the Licensor’s address] and _________________ [Instructions: Insert the name of the party obtaining the license] (hereinafter referred to as the “Licensee”) of ____________________________________. [Instructions: Insert the Licensee’s address] RECITALS WHEREAS, Licensor operates a certain Premises and desires to grant Licensee a license to open a kiosk on such premises; WHEREAS, Licensee is desirous to obtain such license from Licensor to operate a kiosk on the Premises; NOW, THEREFORE, in consideration of the mutual covenants and obligations set forth in this agreement, the parties agree as follows: TERMS 1. GRANT OF LICENSE AND LOCATION OF KIOSK Licensor grants to Licensee a license to sell certain products at ____________________________________ [Instructions: Insert the address where the Licensee will operate the kiosk] (hereinafter referred to as the “Premises”) for the Term as defined in this Agreement. The location where Licensee is permitted to display its products on the Premises, as shown in the partial floor plan attached hereto as “Exhibit A” or as determined by Licensor in its sole discretion, and is subject to change on Licensor’s request at any time. 2. TERM OF LICENSE The Term of this license shall commence on _________________ [Instructions: Insert the commencement date of the license] and terminate on _________________. [Instructions: Insert the termination date of the license] Notwithstanding anything to the contrary contained in this Agreement, this Agreement can be terminated by either party upon _________________ [Instructions: Insert the amount of written notice required to terminate this agreement] prior written notice. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 2 3. PAYMENTS TO LICENSOR Licensee will pay for the license the sum of $_________________ [Instructions: Insert the monthly license charge] per month, plus _____% [Instructions: Insert the gross percentage of monthly sales the Licensor will receive] of gross sales (as defined in this Paragraph). Payments are due on or before the ___ [Instructions: Insert the day of the month payments are due] day of each month beginning on the _________________. [Instructions: Insert the date the first payment is due] The term gross sales is defined to mean the total amount in dollars of the actual sales price, whether for cash or on credit or partly for cash and partly on credit, of all sales of merchandise and services, and all other receipts of business conducted pursuant to this license and all deposits not refunded to purchasers and all orders taken in whether or not those orders are filled elsewhere and receipts or sales by any or from the Premises. Gross sales shall not, however, include any sums collected and paid out by Licensee for any sales or retail excise tax imposed by any duly constituted governmental authority, nor shall they include any exchange of goods or merchandise between the stores of Licensee where such exchange of merchandise is made solely for the purpose of consummating a sale and not for the purpose of consummating a sale which has been made at, in or from the Premises or for the purpose of depriving Licensor of the benefit of a sale which otherwise would be made at, in or from the Premises nor the amount of returns to shippers or manufacturers, nor the amount of any cash or credit refund made on any sale, nor sales of fixtures which are not a part of Licensee's stock in trade. Each sale on installment or credit shall be made irrespective of the time when Licensee may receive payment from Licensee's customer. No deduction shall be made from gross sales for any franchise, income or gross receipts taxes, or for any other taxes based on the income of Licensee. 4. PRODUCTS PERMITTED TO BE SOLD Licensee shall be entitled to sell _________________ [Instructions: Insert the type of products Licensee will sell] and no other products. Licensee agrees that the use of this license for this purpose shall be narrowly construed. Licensee also agrees that violation of this provision, in addition to any other remedy available to Licensor, is an action which is not only compensable by money damages, but by equitable relief to enjoin such violation. 5. ADVERTISING AND PROMOTION FEE Licensee agrees to pay Licensor, in addition to the periodic payments specified above, a sum of $_________________ [Instructions: Insert the monthly amount Licensee will pay for advertising] per month on or before the ____ [Instructions: Insert the day of the month the advertising fee is due] day of each month. This amount shall be used for the advertising and promotion of the Premises in such a manner as Licensor in its sole discretion deems advisable. Licensee agrees to participate in all joint advertising or promotion planned by Licensor. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 3 6. DISPLAYS, FIXTURES AND UTILITIES Licensee shall provide, at its sole cost and expense, all displays and fixtures to be used by Licensee in the Premises. Prior to installation of such displays and fixtures, Licensee shall submit to Licensor plans, drawings and/or photographs, including dimensions, colors, materials and requisite utility demand loads, if any, for approval by Licensor. Licensee shall not bring any merchandise or displays onto or into the Premises prior to receiving Licensor’s written approval. Licensee will pay all charges for gas, water, sewer, waste removal, electricity, telephone and other utility services used in the licensed premises during the term. If any such charges are not paid when due, Licensor may pay the same, and any amount so paid by Licensor shall thereupon become due to Licensor from Licensee as additional rent. Licensor shall not be responsible for any interruption in utility service. 7. EXPIRATION OR TERMINATION OF LICENSE On the expiration or termination of this license, Licensee must surrender to Licensor that portion of the Premises where Licensee was allowed to display merchandise in as good condition as originally received, normal wear and tear excepted. 8. EVENTS OF DEFAULT The occurrence of any of the following will constitute an event of default hereunder: A. The filing of a petition by or against Licensee for adjudication as a bankrupt or insolvent, or for its reorganization or for the appointment of a receiver or trustee of Licensee's property; an assignment by Licensee for the benefit of creditors; or the taking possession of the property of Licensee by any governmental office or agency pursuant to statutory authority for the dissolution or liquidation of Licensee. B. Failure of Licensee to pay when due any installment of rent or any other sums required to be paid by Licensee. C. Vacation or desertion of Space or permitting the same to be empty and unoccupied. D. Licensee’s removal or attempt to remove, or manifesting an intention to remove Licensee's goods or property from or out of Space otherwise than in the ordinary and usual course of business without having first paid and satisfied Licensor for all rent which may become due during the entire term of this License. E. Failure of Licensee to perform any other covenant or condition of this license. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 4 9. RIGHTS OF LICENSOR ON DEFAULT OF LICENSEE If Licensee is in default as defined above, Licensor, in addition to all the rights and remedies granted have any or all of the following rights: A. To re-enter and remove all persons and property from the kiosk, and such property may be removed and stored in a public warehouse or elsewhere at the cost of and for the account of Licensee, all without service of notice or resort to legal process and without being deemed guilty of trespass, or becoming liable for any loss or damage which may be occasioned. B. To elect to declare the entire minimum rent for the balance of the Term due and payable forthwith. In addition thereto, there shall be due and payable for each remaining year of the term of this license, and pro rata for any part of a year, the yearly average of the percentage rent paid by Licensee on the gross sales in Space from the commencement of this Licensee to the end of the license year next preceding the date of the termination of this license by Licensor. C. To terminate the License and re-let for account of Licensor or Licensee. D. The right, at its option, to require that the minimum rent be paid in semi-annual installments, in advance, for the remainder of the term or extended term of this license, such semi-annual rent to commence effective as of the first day of the month in which such default by Licensee occurs. 10. WAIVER OF RIGHT OF REDEMPTION Licensee expressly waives any and all rights of redemption granted by or under any present or future laws the event of Licensee being evicted or dispossessed for any cause, or in the event of Licensor obtaining possession of the kiosk, by reason of the violation by Licensee of any of the covenants or conditions of this license, or otherwise. 11. COMPLIANCE WITH RULES, REGULATIONS AND ORDINANCES Licensee will comply with all rules, regulations, and ordinances of governmental authorities having jurisdiction over the license, insofar as any of such rules, regulations, and ordinances pertains to the manner in which Licensee shall use the license. 12. APPLICABLE PERMITS AND LICENSES © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 5 Prior to commencing the activity contemplated hereunder, Licensee agrees to obtain any and all permits, licenses, and authorizations which may be required by all governmental authorities with respect to the activity or activities contemplated hereunder. All installations and equipment, the use thereof, and Licensee’s activity or activities shall be in strict accordance with the requirements of all applicable laws, ordinances, regulations, and Licensor’s fire insurance underwriters, shall be at Licensee's sole expense and shall only be made pursuant to plans previously approved by Licensor. Licensee shall comply with the Premises rules and regulations set forth in Exhibit B attached hereto and any amendment thereof. Licensee agrees that a violation of these rules is a substantive breach of this license. 13. WAIVER OF CLAIMS AND INDEMNIFICATION Licensor shall not be liable for, and except for Licensor's negligence or willful misconduct, Licensee waives all claims against all the foregoing parties for damage to personal property sustained by Licensee, and/or any claim by any person claiming by or through Licensee resulting from any accident or occurrence in or on the area used by Licensee from time to time or for personal injury to Licensee, Licensee's agents, employees, officers, directors, owners, or shareholders. This waiver includes, without limitation, merchandise and/or display materials as a result of theft, disappearance, fire or other casualty or any other cause. Licensee shall maintain fire and extended coverage insurance covering vandalism and malicious mischief and Licensee shall furnish to Licensor evidence thereof prior to commencement of activities in the Premises. Licensee agrees to indemnify and hold harmless Licensor and its respective agents and employees from all liabilities, injuries, losses, causes, damages, costs and/or expense (including reasonable attorney fees), (i) in respect of any injury or death of any person and/or damage to or loss or destruction of any property while on any part of the Premises occasioned by any act or omission of Licensee or anyone claiming by or through or under Licensee; (ii) as a result of liens performed, or caused to be performed by Licensee within the Premises; (iii) as a result of any failure by the Licensee hereunder; and (iv) the result of the failure to comply with any requirements or any governmental authorities. 14. INSURANCE Licensee agrees to maintain during the term of this agreement, effective on the date Licensee takes possession of the kiosk for the purpose of commencing Licensee’s work, insurance coverage in companies satisfactory to licensor for bodily injury, property damage, and personal injury liability each with a limit of liability of $_________________ [Instructions: Insert the required insured amount] for each occurrence and in the aggregate or in such greater amounts as Licensor may reasonably hereafter from time to time advise licensee in writing, all such insurance to include Licensor as an additional insured party. © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 6 15. SEVERABILITY The invalidity of any portion of this Agreement will not and shall not be deemed to affect the validity of any other provision. If any provision of this Agreement is held to be invalid, the parties agree that the remaining provisions shall be deemed to be in full force and effect as if they had been executed by both parties subsequent to the expungement of the invalid provision. 16. NO WAIVER The failure of either party to this Agreement to insist upon the performance of any of the terms and conditions of this Agreement, or the waiver of any breach of any of the terms and conditions of this Agreement, shall not be construed as subsequently waiving any such terms and conditions, but the same shall continue and remain in full force and effect as if no such forbearance or waiver had occurred. 17. GOVERNING LAW This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of ______________________. [Instructions: Insert the state’s laws that will govern this agreement] 18. NOTICES Unless provided herein to the contrary, any notice provided for or concerning this Agreement shall be in writing and shall be deemed sufficiently given when sent by certified or registered mail if sent to the respective address of each party as set forth at the beginning of this Agreement. 19. ATTORNEY’S FEES In the event that any lawsuit is filed in relation to this Agreement, the unsuccessful party in the action shall pay to the successful party, in addition to all the sums that either party may be called on to pay, a reasonable sum for the successful party's attorney fees. 20. MANDATORY ARBITRATION Notwithstanding the foregoing, and anything herein to the contrary, any dispute under this Agreement shall be required to be resolved by binding arbitration of the parties hereto. If the parties cannot agree on an arbitrator, each party shall select one arbitrator and both arbitrators shall then select a third. The third arbitrator so selected shall arbitrate said dispute. The © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 7 arbitration shall be governed by the rules of the American Arbitration Association then in force and effect. 21. ENTIRE AGREEMENT This Agreement shall constitute the entire agreement between the parties and any prior understanding or representation of any kind preceding the date of this Agreement shall not be binding upon either party except to the extent incorporated in this Agreement. 22. MODIFICATION OF AGREEMENT Any modification of this Agreement or additional obligation assumed by either party in connection with this Agreement shall be binding only if placed in writing and signed by each party or an authorized representative of each party. 23. ASSIGNMENT OF RIGHTS The rights of each party under this Agreement are personal to that party and may not be assigned or transferred to any other person, firm, corporation, or other entity without the prior, express, and written consent of the other party. 24. COUNTERPARTS This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute but one and the same instrument. 25. COMPLIANCE WITH LAWS In performing under this Agreement, all applicable governmental laws, regulations, orders, and other rules of duly-constituted authority will be followed and complied with in all respects by both parties. WITNESS our signatures as of the day and date first above stated. LICENSOR LICENSEE By: ____________________________ By: _______________________________ I have authority to bind the Company I have authority to bind the Company © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 8 EXHIBIT A FLOOR PLAN OF PREMISES [Instructions: Attach a floor plan of the Premises and highlight the part where the Licensee will be allowed to operate the kiosk] © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 9 EXHIBIT B PREMISES RULES AND REGULATIONS [Instructions: Attach a list of the rules and regulations of Premises that tenants and licensees must abide by] © Copyright 2013 Docstoc Inc. registered document proprietary, copy not 10
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