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LICENSE AGREEMENT
This License Agreement is entered into on this 21st day of February,
1996 by and between BEVO'S ENTERPRISES, a Limited Liability Company,
(hereinafter referred to as "Licensor") and WATERMARC FOOD MANAGEMENT CO., a
Texas Corporation, (hereinafter referred to as "Licensee").
RECITALS
WHEREAS, Licensor is the owner of the trademarks, service marks,
tradenames, names, and any variant thereof, related to the Long Horn Cafes.
Longhorn Cafes, Longhorn Saloon and Cafe, Longhorn Cafe Uptown and Longhorn
Cafe Downtown (hereinafter referred to as the "Longhorn Names"):
WHEREAS, Licensor desires to grant to Licensee a license to use the
Longhorn Names at Licensee's restaurant located at 000 Xxxxxxxxx Xxxxxx,
Xxxxxxx, Xxxxx:
NOW, THEREFORE, in consideration of the mutual promises and
representations of the parties, and for other good and valuable consideration,
the receipt of which is hereby acknowledged, Licensor and Licensee agree as
follows:
Article I
GRANT OF LICENSE
Licensor grants to Licensee to use the Longhorn Names, and all recipes,
processes, and products associated with or used in the business conducted under
the Longhorn Names, in the operation of Licensee's restaurant located at 000
Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx (hereinafter referred to as "Longhorn Cafe -
Downtown"). This license shall include the right to use the Longhorn Names in
advertisements, signs, and displays associated with the operation of Licensee's
Longhorn Cafe - Downtown.
Article II
FEE
Licensee shall pay to Licensor the sum of ONE DOLLAR ($1.00) per year,
payable in advance, for the initial term of this License.
Article III
TERM
The initial term of this License shall be fifteen (15) years from the
date of this License Agreement. The term of this License may be extended at the
option of Licensee for an additional period of ten (10) years, at the same fee
of ONE DOLLAR ($1.00) per year, by giving Licensor ninety (90) days written
notice prior to the expiration of the initial term.
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ARTICLE IV
LICENSOR'S REPRESENTATION AND WARRANTS
Licensor warrants that no other licenses to xxx the Longhorn Names
will be granted by Licensor within a one-half (1/2) mile radius of the Longhorn
Cafe - Downtown. However, Licensor shall be permitted to relocate its
restaurant currently known as the Longhorn Cafe - Uptown and currently located
at 0000 XxXxxxxx, Xxxxxxx, Xxxxx, to a different location no closer than
one-quarter (1/4) mile radius from the Longhorn Cafe - Downtown, during the
terms of this License Agreement.
ARTICLE V
ASSIGNMENT
Licensee shall be permitted to assign its rights under this License
Agreement to a parent, subsidiary or affiliated company, successor in interest,
or purchaser of the restaurant located at 000 Xxxxxxxxx, Xxxxxxx, Xxxxx without
the consent of Licensor. However, Licensee shall provide written notice to
Licensor of any such assignment. Should Licensee sell its restaurant located
at 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx to any purchaser other than BEVO'S
ENTERPRISES, any assignment of this License Agreement to said purchaser shall
contain a provision that said purchaser/assignee shall not use the Longhorn
Names at any location other than 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxx or engage
in any expansion, licensing or promotion of the Longhorn Names.
ARTICLE VI
GOVERNING LAW
This License Agreement shall be interpreted and governed by the laws of
the State of Texas.
EXECUTED at Houston, Texas on the date first above written.
WATERMARC FOOD MANAGEMENT CO.
By: /s/ XXXXXX XXXXXXX
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XXXXXX XXXXXXX
President and Chief Operating Officer
BEVO'S ENTERPRISES
By: /s/ XXXXXXXX XXXXXXXX
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XXXXXXXX XXXXXXXX
President
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