EXAMPLE

DATED

T/A SAKS

and

LICENCE AGREEMENT

relating to room in

LATIMER HINKS

SOLICITORS DARLINGTON

(tjh/Saks.std licence agreement/Licence Agreement)

(pns/51313-1-3)

THIS LICENCE AGREEMENT is made the day of

BETWEEN:-

(1)T/A SAKS of

(“the Owner” which shall include the Owner’s successors in title) and

(2)of

(“the Licensee”)

  1. Definitions and Interpretation

1.1In this Agreement the following terms shall have the following meanings:-

“the Licensee’s Business” / means the business of
carried on by the Licensee at the Property
“Commencement Date” / means
“the Property” / means
“the Designated Hours” / means from to
on Mondays to Saturdays inclusive or such other hours or days as the owner may from time to time in his absolute discretion designated on notice to the Licensee
“the Area” / means such are or room within the Property as the Owner shall from time to time in his absolute discretion designate on notice to the Licensee and which at the start of this Licence shall be the area or room
“the Licence Fee” / means the greater (a) £ per hour in respect of the Designated Hours or such other amounts as the Owner may from time to time determine in his absolute discretion on notice to the Licensee and (b) [ ] % of the gross turnover of the Licensee’s trading in the Area
“the Licence Period” / means the period from the date of this Agreement until the date on which the Licensee’s rights under clause 2 are determined in accordance with clause 5.1
“VAT” / means Value Added Tax or any other tax of a similar nature

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EXAMPLE LICENCE AGREEMENT - BLANK 23.08.06.DOC

EXAMPLE

  1. The Licence

Subject to clauses 3 and 5 the Owner gives the Licensee the right for the Licence Period and during the Designated Hours in common with the Owner and all others authorised by the Owner so far as not inconsistent with the rights given to use the Area for the purpose of the Licensee’s Business

  1. Licensee’s Undertakings

The Licensee agrees and undertakes as set out in this clause 3:-

3.1.1In the event that the Licence fee is calculated on an hourly basis to pay the Licence Fee together with any VAT to the Owner in advance on the first day of each month

3.1.2In the event that the Licence Fee is payable as a percentage of turnover to pay the Licence Fee together with VAT to the Owner at close of business on each day of the Licence Period

3.2In the event that the Licensee enters into arrangements for the provision of treatment to a customer or group of customers under which payment is made in advance to the Licensee then subject to the prior written approval of any such arrangement by the Owner the Licensee will account to the Owner for [ ]% of the fee received in connection with any such arrangement by no later than the end of the calendar month in which such arrangement was entered into

3.3[To supply to the Owner on Monday of each week an accurate record of the number of hours for which the Licensee occupied the Area during the preceding week and of the date and time of all appointments for treatment given in the Area for the preceding week]

3.4To use the Area only for the purpose of the Licensee’s Business

3.5To maintain the Area in a neat and tidy condition to remove all rubbish at least daily and prevent any obstruction of any part of the Property outside the Area by any rubbish goods or other property of the Licensee or by any of his staff

3.6To comply with the reasonable requirements of the Owner as to the internal layout of the Area and of the general presentation of the Area so as to secure conformity with the general layout of the Property

3.7To maintain the fixtures fittings and furniture listed in the Schedule in good repair and condition and to replace with other items of comparable construction and condition any items destroyed or damaged or becoming unserviceable (such replacements to become the property of the Owner when brought to the Area)

3.8Not to make any alteration or addition to the Area

3.9.1To keep on foot all proper and usual insurances on the Owner’s goods and the fixtures fittings and furniture (whether listed in the Schedule or not) in or about the Area and in respect of liability to customers staff or other visitors to the Area and employers liability as may be necessary to provide full cover on such property or against such risks and to produce the policy and receipts for current premiums to the Owner for inspection on demand

3.9.2That the Licensee has prior to the date of this Licence Agreement produced to the Owner evidence that the insurances referred to in Clause 3.9.1 are in force

3.10To comply with all statutory regulations and requirements affecting the Licensee’s use of the Area or the conduct of the Licensee’s Business there and in addition to comply with all reasonable regulations regarding the conduct of staff in the Area made by the Owner including any requirement to wear a uniform

3.11.1To operate and maintain at all times a customer complaints procedure details of which are to be approved by the Owner

3.11.2To endeavour to settle any customer complaint or query expeditiously and in a fair and reasonable manner and so as not to harm the goodwill or reputation of the Owner and in particular to respond to any customer complaint within seven days of receipt and to provide the Owner with a copy of all correspondence relating to any customer complaint

3.12Not to cause any nuisance or annoyance to the Owner or to any other persons using or occupying the Area

3.13Not to do anything which might invalidate the insurance policy covering the Property or which might increase the premium payable

3.14Not to allow or permit the Area or any part thereof to be used for any activities which are dangerous offensive noxious illegal or immoral

3.15To indemnify the Owner against any claims losses demands or actions received or suffered by or commenced against the Owner or which arise out of the use occupation or enjoyment of the Area by the Licensee

3.16To display in the Area in a prominent position a notice in such form as shall be prescribed by the Owner indicating to customers that the services provided in the Area are being provided by the Licensee and not by the Owner and that the customer has no contractual relationship with the Owner or with Saks

3.17To pay interest at 4% above the base rate for the time being of HSBC Bank Plc on any licence fee or other money due to the Owner but not paid on the due date

3.18Not within a period of six months after the determination of this Licence to employ any of the staff employed by the Owner in the Property during the existence of this Licence

3.19Not to produce any literature or advertising materials whether for display in the Area or otherwise without the prior written consent of the Owner and not to display any such materials in the Area without such consent

3.20Not to use the name Saks or any image connected with Saks in any literature or advertising material without the prior written consent of the Owner

3.21To ensure that all staff providing treatment and/or services in the Area are in possession of such professional qualifications as may be required in order to provide such treatments and/or services

3.22Not in any way to impede the Owner or his servants or agents in the exercise of his rights of possession and control of the Area and every part of the Area

3.23Not to provide any services or treatments in the Area that compete with the services or treatments provided by the Owner in the Property and to cease forthwith to provide any services or treatments on being requested by the Owner to do so

3.24Not to encourage any customer using or visiting the Area to visit any other premises for the purpose of receiving treatment or services of the nature provided at the Property or the Area

3.25In the event that any complimentary or discounted treatment is provided by the Licensee in the Area then to include in the gross turnover the full price for such treatment without any reduction

3.26That he has disclosed prior to the signing of this Licence all arrangements entered into by the Licensee before the start of this Licence for provision of treatments or services to individuals or groups in the Area

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EXAMPLE LICENCE AGREEMENT - BLANK 23.08.06.DOC

EXAMPLE

  1. Owner’s Undertakings

The Owner agrees with the Licensee:

4.1to provide facilities within the Property for booking appointments for prospective clients of the Licensee

4.2At its discretion to allow the Licensee to use such car parking and rest room facilities as may be enjoyed by the Owner in connection with the Property

4.3At its discretion to allow the Licensee to use any towels and refreshment facilities provided in the Property

  1. General

5.1The rights in clause 2 are to determine without prejudice to the Owner’s rights in respect of any breach of the undertakings contained in clause 3:

5.1.1Immediately on notice given by the Owner at any time following any breach by the Licensee of his undertakings contained in clause 3

5.1.2On not less than fourteen days notice given by the Owner to the Licensee

5.1.3On not less than three months notice given by the Licensee to the Owner

5.2The benefit of this Licence is personal to the Licensee and not assignable and the rights given in clause 2 may only be exercised by the Licensee and his customers

5.3The Owner gives no warranty that the Area is legally or physically fit for the purpose specified in clause 2

5.4The Owner is not to be liable for the death of or injury to the Licensee or his customers or for damage to any property of theirs or for any losses claims demands actions proceedings damages costs or expenses or other liability incurred by them in the exercise or purported exercise of the rights granted by clause 2

5.5In the event that a customer of the Licensee wishes to pay the Licensee by credit or debit card but the Licensee is unable to provide facilities for such payment then it is agreed that payment may be made direct to the Owner and any such payment shall be treated as a payment on account of the Licence Fee subject to deduction by the Owner of a handling charge of 3 percent of the amount paid in every case

5.6The Licensee acknowledges and agrees that a record of the name address and telephone number of all customers of the Licensee who receive treatment in the Area shall be entered into a database maintained by the Owner and that such records shall be retained by the Owner and/or Saks following the determination of this Licence

5.7Any notice to the Licensee shall be sufficiently served if delivered by hand or affixed to the Area. Any notice to the Owner shall be served by delivery by hand to the Owner

6.Deposit

6.1The Licensee will pay to the Owner a deposit of [£] on or before the signing of this Licence Agreement

6.2The Owner will pay the deposit to the Licensee without interest after deducting all sums due to the Owner under this Licence Agreement such payment to be made no later than fourteen days after the determination of this Licence Agreement under Clause 5.1

AS WITNESS the hands of the parties hereto

THE SCHEDULE

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EXAMPLE LICENCE AGREEMENT - BLANK 23.08.06.DOC