Trademark Licensing Contract
Exhibit 10.11
Trademark Licenser (Party A): Zhongshan Mingyang Electrical Co., Ltd.
| Address: | Daling Administrative District, Torch Hi-tech Industrial Development Zone, Zhongshan, Guangdong, P.R. China |
Trademark Licensee (Party B): Guangdong Mingyang Wind Power Technology Co., Ltd.
| Address: | Five-star Village, Torch Hi-tech Industrial Development Zone, Zhongshan, Guangdong, P.R. China |
In accordance with provisions of the Trademark Law of the People’s Republic of China, the tow parties entered into this Trademark License Contract via mutual consultation.
ARTICLE 1 Licensed Trademark
Party A licensed to Party B the trademark which has been applied for registration and accepted by Trademark Office under the State Administration for Industry and Commerce (No. 8116255) in Class 07 the MINGYANG ELECTRIC Figurative Xxxx permitting Party B to use the foresaid trademark on products in Class 07 relating to wind power plants, wind turbines and parts thereof, and wind power equipments.
ARTICLE 2 Sign of the Trademark
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ARTICLE 3 Term of License
Term of License of the Trademark is ten (10) years counting from the next day of the date on the notification on registration of trademark.
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ARTICLE 4 Licensing Basis
This Trademark license is an exclusive license.
ARTICLE 5 Royalty and Mode of Payment
RMB¥5000 annual Royalty fee, paid annually.
ARTICLE 6 Obligations of Party A
| 1. | Party A is obligated to file trademark licensing and obtain all relevant documents required during use of the Trademark; |
| 2. | Party A has the duty to supervise the quality of the goods in respect of which the registered trademark is used by Party B; |
| 3. | Party A is obligated to provide Party B with relevant information necessary to crack down forging and infringing acts upon complaint or filing of a lawsuit regarding such acts by Part B. |
ARTICLE 7 Obligations of Party B
| 1. | Party B shall guarantee the quality of the goods in respect of which the registered trademark is used; |
| 2. | Party B shall indicate its company name and the origin of the goods on which bear the registered trademark; |
| 3. | Party B, when in use, must not alter any word and device of the Trademark, and must not use the Trademark beyond the range of products agreed herein; |
| 4. | Party B must not, without authorization of Party A, authorize any third party to use the Trademark in any form and for any reason. |
ARTICLE 8 Provision of Trademark Sign
The sign of the Trademark shall be printed by Party B, and the expenses thereof shall be borne by Party B.
ARTICLE 9 Liability of Breach
Where the contract is breached by one party, the party in breach shall indemnify the losses caused to the other party. In case of bilateral breach, the parties shall assume their corresponding liabilities according to the seriousness of their respective faults.
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ARTICLE 10 Dispute Resolution
Any dispute arising from execution of this Contract shall be resolved through friendly consultation by both parties. Where consultation fails, either party is entitled to bring a suit in a people’s court.
ARTICLE 11 Miscellaneous
This Contract is in quadruplicate, and will enter into force on signing of both parties. This Contract shall file with the Trademark Office under the State Administration for Industry and Commerce of People’s Republic of China and in the local Administration Bureau for Industry and Commerce.
Trademark Licenser (Party A): Zhongshan Mingyang Electrical Appliance Limited
| Signed/Sealed by: |
Trademark Licensee (Party B): Guangdong Mingyang Wind Power Technology Co., Ltd.
| Signed/Sealed by: |
April 30th, 2010
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