date [date] Parties 1 [name of Licensor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Licensor) 2 [name of Licensee] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Licensee) 1 Definitions In this Licence, the following definitions apply: Accessways • the roads and paths forming part of the School and providing access to and egress from the Pitch, the Changing Rooms and the Car Park shown [edged OR coloured OR hatched OR [colour] on the Plan; Ancillary Areas • the Accessways, the Car Park and the Changing Rooms; Car Park • the car park forming part of the School and shown edged OR coloured OR hatched] [colour] on the Plan; Changing Rooms • the changing rooms forming part of the School and shown [edged OR coloured OR hatched] [colour] on the Plan; Designated Hours • from [time] to [time] on [Mondays to Fridays inclusive (but not on a bank or public holiday), [or any other hours that the Licensor from time to time in its absolute discretion determines on ([5]) Working Days’ notice to the Licensee] ]; Legislation

How to use this Checklist This Checklist is designed to highlight issues that commonly arise during the negotiation and drafting of the following types of agreement: • Design licence—pro-licensor • Design licence—pro-licensee For further information on the licensing of designs, see Practice Notes: • Introduction to designs • UK registered and unregistered designs • Licensing intellectual property rights For example character merchandising agreements, see Precedents: Character merchandising agreement—pro-licensor and Character merchandising agreement—pro-licensee. For more information about the key terms typically included in a manufacturing agreement and designs licence, see: Manufacturing agreement and design licence—checklist. This Checklist can also, where appropriate, form the basis of a simple non-binding heads of terms. For guidance on how to do this, see Precedent: Heads of terms—commercial contracts. For more information about negotiating an IP licence clause, see Practice Note: Negotiation guide—intellectual property licence clause. Checklist schedule for proposed licence of designs Points to consider Further information Notes (if any) (A) Key commercial considerations □ Parties Confirm which entities will be party to the agreement—identify which entity owns the designs

The proprietor of a patent can have the register endorsed to provide a licence to anybody who asks for one. Absent agreement the terms are set by the comptroller.

Date [date] Parties 1 [name of Landlord] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Landlord) 2 [name of Tenant] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Tenant) 3 [name of Undertenant] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Undertenant) 4 [name of Assignee] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Assignee) 5 [[name of Undertenant’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Undertenant’s Guarantor)] 6 [[name of Assignee’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Assignee’s Guarantor)] 1 Definitions In this Licence, the following definitions apply: [Annual Rent • the annual rent reserved by the Underlease;] Assignment • the assignment of the Underlease by the Undertenant to the Assignee; [Costs • include any costs, losses, damages and liabilities, whether or not resulting from claims, demands, actions or proceedings;] [HM Land Registry Plan • the plan attached to this Licence

Date [date] Parties 1 [name of Landlord] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Landlord) 2 [name of Tenant] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Tenant) 3 [[name of Tenant’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Tenant’s Guarantor)] 4 [name of Assignee] [of OR incorporated in England and Wales(company registration number [number]) whose registered office is at] [address] (Assignee) 5 [[name of Assignee’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Assignee’s Guarantor)] 1 Definitions In this Licence, the following definitions apply: [Annual Rent • the annual rent reserved by the Lease;] Assignment • the assignment of the Lease by the Tenant to the Assignee; [Costs • are any costs, losses, damages and liabilities, whether or not resulting from claims, demands, actions or proceedings;] [HM Land Registry Plan • the plan attached to this Licence at the Appendix;] Lease • the lease of the Property dated [date] made between (1) [the Landlord OR [name of original landlord]] [, OR and] (2) [the

Date [date] Parties 1 [name of Landlord] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Landlord) 2 [name of Tenant][ of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Tenant) 3 [[name of Tenant’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Tenant’s Guarantor)] 4 [name of Assignee] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Assignee) 5 [[name of Assignee’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Assignee’s Guarantor)] 1 Definitions In this Licence, the following definitions apply: [Annual Rent • the annual rent reserved by the Lease;] Assignment • the assignment of the Lease by the Tenant to the Assignee; [Costs • are any costs, losses, damages and liabilities, whether or not resulting from claims, demands, actions or proceedings;] [HM Land Registry Plan • the plan attached to this Licence at the Appendix;] Lease • the lease of the Property dated [date] made between (1) [the Landlord OR [name of original landlord]] [, OR and]

Parties 1 [insert name of licensor] [of [insert address] OR company number [insert company number] whose registered office is at [insert address]] (the Licensor) 2 [insert name of licensee] [of [insert address] OR company number [insert company number] whose registered office is at [insert address]] (the Licensee) 1 Background (A) The Licensor is the registered [freehold OR leasehold] owner of the Property. (B) The Licensee has expressed an interest in [acquiring OR leasing] the Property. (C) The Licensor will permit access to the Property by the Licensee and the Consultant for the purpose of carrying out investigations as to ground conditions at, in, on, under or about the Property, subject to the terms of this Licence. 2 Definitions Competent Authority • means any statutory undertaker or any public local or other authority or regulatory body or government department, or any other body exercising powers under statute or by royal charter or any court of law or any of their authorised officers Consultant • means [insert name] whose registered office is at [insert address] [and any sub-contractors] Contaminant • means any natural or artificial substance (whether solid, liquid or gas) which alone or in combination with any other substance

Date [date] Parties 1 [name of Landlord] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Landlord) 2 [name of Tenant] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Tenant) 3 [[name of Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] (Guarantor)] 1 Definitions In this Licence, the following definitions apply: [Costs • include any costs, losses, damages and liabilities, whether or not resulting from claims, demands, actions or proceedings;] [Effective Date • is as defined in clause 4.1;] Lease • the lease of the Property dated [date] made between (1) [the Landlord OR [name of original landlord]] [, OR and] (2) [the Tenant OR [name of original tenant]] [and (3) [the Guarantor OR [name of original guarantor or any other third party]] ] (including any supplemental or collateral document); [Legislation • all legislation having effect in the United Kingdom at any time during the term of this Licence, including: (a) Acts of Parliament; (b) orders, regulations, consents, licences, notices and bye laws made or granted: i under any Act of Parliament; ii by

Date [date] Parties 1 [name of Licensor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Licensor) 2 [name of Licensee] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Licensee) 1 Definitions In this Licence, the following definitions apply: [Building • the Licensor’s building known as [description] [registered at HM Land Registry with title number [number]];] Business Day • any day [other than [identify excepted days, eg ‘Sunday' or ‘any bank or public holiday‘]] on which the [Building OR Centre] is open for business; [Centre • the Licensor's shopping [centre OR precinct] known as [name] [registered at HM Land Registry with title number [number]];] Designated Area • the area within the Licence Area shown [edged OR coloured OR hatched] [colour] on the Plan, or any other [ [office OR retail] ] area within the Licence Area [(comprising a single area of not less than [number] square metres)] that the Licensor (in its absolute discretion) designates from time to time on [5] Working Days’ notice to the Licensee; [Lease • a lease dated [date] made between (1) [name of original landlord under the Lease][,

To be typed on [Name of company in administration] Headed paper To: [Insert name(s) and address and company number (if relevant) of entity who you are granting the licence to occupy to] (the ‘Licensee’) Date [insert date] Dear [insert name of purchaser] Licence to occupy Land [and buildings] at [insert full address and description of property including title number] (the ‘Property’) As you are aware, we hold the Property under a lease from [insert name of Landlord] (‘the Landlord’) dated [insert date of Lease] (the ‘Lease'). On [date] the [joint] Administrators, [insert name(s), company name and registered address of the [joint] administrator(s)] were appointed to [insert name of company in administration] (the ‘Owner’) pursuant to paragraph [14 OR 22] of Schedule B1 of the Insolvency Act 1986 1 Licence 1.1 This arrangement between us (the ‘Licence') shall be a licence for use of the Property (other than those parts referred to in paragraph 1.2.1 below) for the purposes referred to in the Lease and in common with us and all others authorised by us for a fixed period commencing on the date of receipt

Date [date] Parties 1 [name of Licensor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Licensor); 2 [name of Licensee] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Licensee). 1 Definitions In this Licence, the following definitions apply: [Building • the Licensor’s building known as [description] [registered at HM Land Registry with title number [number]]; Business Day • any day [other than [identify excepted days, eg ‘Sunday' or ‘any bank or public holiday’]] on which the [Building OR Centre] is open for business. Centre • the Licensor's shopping [centre OR precinct OR known as [description] [registered at HM Land Registry with title number [number]];] [Estate • the Licensor’s estate known as [name] [registered at HM Land Registry with title number [number]];] Lease • a lease of the Property dated [date] made between (1) [the Licensor OR [name of original landlord]] [and OR ,] (2) [the Licensee OR [name of original tenant]] [and (3) [name of any other party to the Lease]]; [Legislation • all legislation in force in the United Kingdom at any time during the currency of this Licence,

Date [date] Parties 1 [name of Landlord] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Landlord) 2 [name of Tenant] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Tenant) 3 [[name of Tenant’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Tenant’s Guarantor)] 4 [name of Undertenant] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Undertenant) 5 [[name of Undertenant’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Undertenant’s Guarantor)] 6 [name of Sub-Undertenant] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Sub-Undertenant) 7 [[name of Sub-Undertenant’s Guarantor] [of OR incorporated in England and Wales (company registration number [number]) whose registered office is at] [address] (Sub-Undertenant’s Guarantor)] 1 Definitions In this Licence, the following definitions apply: [Costs • are any costs, losses, damages and liabilities, whether or not resulting from claims, demands, actions or proceedings;] Lease • the lease dated [date] made between (1) [the