TRADEMARK ASSIGNMENT AGREEMENT

This Trademark Assignment Agreement (this “Agreement”) is entered into as of the ______ day of
_______________, 20______ (the “Effective Date”) by and between:

Assignor: ________________________ (the “Assignor”), a(n) (Check one) ☐ Individual

☐ Corporation ☐ Limited Liability Company ☐ Partnership ☐ Limited Partnership ☐ Limited
Liability Partnership located at ________________________________________ [Address] and

Assignee: ________________________ (the “Assignee”), a(n) (Check one) ☐ Individual

☐ Corporation ☐ Limited Liability Company ☐ Partnership ☐ Limited Partnership ☐ Limited
Liability Partnership located at ________________________________________ [Address].

1. Mark. The term “Mark” as used in this Agreement shall mean any registered and unregistered
trademarks, service marks, logos, designs, trade names, domain names, package designs, and
product designs, including but not limited to all registrations and/or registration application rights and
all rights to prepare derivative marks, together with all the goodwill of the business symbolized
thereby, and all other rights in the United States and in all countries and territories worldwide and
under any international convention (hereinafter collectively referred to as “Mark”) identified as follows:

Mark Name: _____________________________________

Application or Registration Number: _____________________________________

State of Registration: _____________________________________

Date of Application or Registration: _____________________________________

Description of Goods/Services: _______________________________________________________

________________________________________________________________________________
________________________________________________________________________________

2. Assignment. Assignor hereby irrevocably assigns, grants, and transfers to Assignee all rights, title,
and interest in and to the Mark in perpetuity. Assignor further authorizes the United States Patent and
Trademark Office and all other agencies in jurisdictions outside the United States to record the
transfer of the registration. After the Effective Date, Assignor agrees to make no further use of the
Mark or any confusingly similar mark in the United States and anywhere in the world, except as may
be expressly authorized by the parties in writing. Assignor further agrees to not challenge Assignee’s
use or ownership of the Mark.

3. Consideration. Assignee shall pay Assignor the sum of $_______________, payable on

____________________, 20______ in consideration for assignment of the Mark.

4. Execution and Delivery. After Assignee pays the amount due, Assignor shall execute and deliver to
Assignee any and all instruments of sale, transfer, conveyance, assignment, and confirmations as
Assignee may lawfully request in order to obtain, perfect, maintain, or otherwise enable the transfer,
 conveyance, and assignment to Assignee and to confirm Assignee’s title to the Mark and any and all
related federal and state trademark registrations and/or registration application rights.

5. Representations and Warranties. (Check one)

☐ Assignor represents and warrants to the Assignee that the Assignor is the legal and rightful
owner
of the Mark, has good and marketable title to and full legal right and authority to sell and transfer the
same and that the Mark is free of all liens, claims, and encumbrances.
☐ Not applicable.

6. Legal Fees. If either party, any heir, personal representative, successor, or assign of either party
hereto enforce this Agreement through litigation, the prevailing party shall be liable for reasonable
legal fees and expenses incurred by the other party in connection with such litigation, including, but
not limited to, any appeals.

7. Entire Agreement. This Agreement constitutes the entire agreement between Assignor and Assignee
and supersedes all prior understandings of Assignor and Assignee, including any prior
representation, statement, condition, or warranty.

8. Modification and Waiver. This Agreement may be amended or modified only by a written agreement
signed by both of the parties. Neither party will be charged with any waiver of any provision of this
Agreement, unless such waiver is evidenced by a writing signed by the party and any such waiver will
be limited to the terms of such writing

9. Severability. If any provision of this Agreement is held to be invalid or unenforceable in whole or in

part, the remaining provisions shall not be affected and shall continue to be valid and enforceable as
though the invalid or unenforceable parts had not been included in this Agreement.

10. Jurisdiction. This Agreement will be governed by and construed in accordance with the laws of the
State of _________________, without regard to the principles of conflict of laws. Each party consents
to the exclusive jurisdiction of the courts located in the State of _________________ for any legal
action, suit or proceeding arising out of or in connection with this Agreement. Each party further
waives any objection to the laying of venue for any such suit, action or proceeding in such courts.

11. Successors and Assigns. This Agreement will inure to the benefit of and be binding on the
respective successors and permitted assigns of the parties.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written
above.

Assignor Assignee

By: ___________________________________ By: ___________________________________

Name: _________________________________ Name: _________________________________
Title: __________________________________ Title: __________________________________
NOTARY ACKNOWLEDGMENT

State of _________________
County of _________________

On this ______ day of _______________ in the year 20______ before me, ________________________,
appeared ________________________, who is personally known to me or proved to me on the basis of
satisfactory evidence) to be the person whose name is subscribed to this instrument, and acknowledged
that he or she executed it.

Notary Seal

(Signature of Notary Public)

My Commission Expires: _______________