§ 33.02 Form: Standard License Agreement

• Jurisdiction: United States
• Publication year: 2022

§ 33.02 Form: Standard License Agreement

While the following license has many of the same attributes as a lease, it does not have a specific demised area, thus allowing the licensor to move the licensee within the premises and allowing the licensee to occupy space within the Premises without the need for a demisement. One of the key differences between the lease and license is the lack of a discrete premises, which reduces the arrangement to a license rather than a lease. A copy of a standard license agreement follows:

LICENSE AGREEMENT
THIS LICENSE AGREEMENT ("Agreement") is entered into as of this ___ day of ___ 20___ ("Effective Date"), by and between ABC CORPORATION, A Delaware Corporation ("Licensor") having an office at ___, ___, ___ and XYZ, INC., a ___ Corporation ("Licensee"), having an address at ___, ___, ___.

RECITALS

(A) Licensor is the lessee of __________ the "Premises") pursuant to lease dated ___ between __________as Landlord ("Prime Landlord") and Licensor as Tenant ("Prime Tenant") (the "Lease"). The Premises are located in the Building defined in the Lease.
(B) Licensee desires to occupy the Premises from the Effective Date to __________, 20___.
(C) Licensor is willing to grant a license to Licensee on the terms and conditions hereinafter set forth.

NOW, THEREFOR, in consideration of the mutual promises and other good and valuable consideration, the receipt of which is hereby acknowledged, Licensor and Licensee hereby agree as follows:

(1) Grant of License. Licensor grants to Licensee, subject to the conditions and covenants of this Agreement, a revocable nonexclusive license for the limited purpose of occupying the Premises for the use permitted by the Lease. A copy of the Lease is attached as Exhibit A.

(2) Term. This License will be for a term starting on __________, 20___ ( "License Commencement Date") and ending on __________, 20___ ( "License Termination Date").

(3) Licensee's Right to Extend/Release of Licensor. By no later than __________ 20___, Licensee may notify Licensor whether Licensee elects to remain in the Premises after the expiration of the term on the terms and conditions set forth in the Lease. If Licensee so elects (or is deemed to have so elected), then as of __________, 20___ (the "Assignment Effective Date") and without the obligation or requirement to perform any further acts or execute any additional documentation (1) Licensor shall be deemed to have assigned the Lease to Licensee; (2) Licensee shall be deemed to have assumed all of Licensor's obligations under the Lease as of the Assignment Effective Date; and (3) Prime Landlord shall be deemed to have released Licensor from all obligations of whatsoever kind arising out of the Lease and the Premises. Licensee's failure timely to notify Licensor of its election shall be deemed an election to remain in the Premises upon the terms set forth herein.
(4) License Fee.

(a) Licensee shall pay to Licensor for the use

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