Licensing Agreement Template

LICENSING AGREEMENT

This Licensing Agreement is made between Rebecca Hartley of BrightWave Media Licensing (the Licensor) and Daniel Osei of Vertex Consumer Goods Inc. (the Licensee) concerning the licensed property described below.

Parties

Licensor: Rebecca Hartley, BrightWave Media Licensing, 220 Creative Row, Los Angeles, CA 90028

Licensee: Daniel Osei, Vertex Consumer Goods Inc., 1800 Commerce Park, Columbus, OH 43215

1. Licensed Property

The licensed property consists of the SolarKids animated character brand and associated artwork, including all associated trademarks, copyrights, and know-how owned or controlled by the Licensor.

2. Grant of License

The Licensor grants to the Licensee an exclusive license to manufacture, market, and sell licensed merchandise featuring the property. The license is non-transferable and may not be sublicensed without the Licensor prior written consent.

3. Territory & Term

The license is limited to the following territory: North America. The term runs for 3 years, commencing October 1, 2026, and renews only upon mutual written agreement.

4. Royalties

The Licensee shall pay the Licensor a royalty of Royalty Rate on net sales of licensed products, subject to a minimum guaranteed royalty of $25,000.00 per year. The Licensee shall render quarterly royalty statements and permit the Licensor to audit its records.

5. Quality Control

The Licensee shall maintain quality standards consistent with samples approved by the Licensor. The Licensee shall submit samples of licensed products for approval before commercial distribution to protect the goodwill of the licensed marks.

6. Termination

Either party may terminate the agreement for convenience with 15 days written notice. Upon termination, the Licensee shall cease all use of the licensed property and dispose of remaining inventory only as the Licensor directs.

Signatures

Licensor: Rebecca Hartley

Licensee: Daniel Osei