Deed of Gift of Goodwill of Business, Trade Marks by a Father to Two Sons in Partnership

This Deed of gift is
made the ……….. day of ….. 2000, between A Son of B resident of
……… (hereinafter called “the Donor”) of the One Part and C son
of A and D son of A, resident of ……… (hereinafter called “the
donees”) of the Other Part.

Whereas the donor is
carrying on the business of ………………………. at ..……………………. under the name and
style of M/s. …….……………………… (hereinafter called “the Donor’s
business”) and in connection therewith is the registered proprietor of the
Trade Marks, the particulars of which are set out in the First Schedule
hereunder written.

And Whereas the donor
is the inventor and patentee of the invention described in the Second Schedule
hereunder written in respect of which the donor has been granted patent for the
entire country by the office of Controller of Patents, New Delhi on ..………….
under No. …… of …………

And Whereas the
donees are carrying on the business of …….…………………(hereinafter palled
“the partnership business”) at .…………. in partnership under the name
and style of M/s. ……………………………..

and Whereas at the
request of the donees, the donor has agreed to assign the goodwill of his
business and the said trade marks to the donees and grant to them the licence
hereinafter contained.

Now This Deed
Witnesseth as Follows:

1. In consideration
of his natural love and affection’ for the donees, the donor hereby transfers,
assigns and conveys unto the donees all that the goodwill of the donor in his
business and the Trade Marks specified in the First Schedule hereunder written
and all rights and privileges incidental thereto to hold the same unto the donees
absolutely as joint tenants as the property of the partnership business.

2. The donor, for the
aforesaid consideration, hereby grants to the donees the licence to make use,
exercise and the invention in all parts of the country during the remaining
period of said licenced patent and any renewal of the said licence for a
further term or terms, if the donee or their successors, heirs, administrators
or representatives shall so long continue to carry an the partnership business,
the donees shall be entitled to all the rights and privileges incidental to the
licence granted for the said patent including to take in the name of the donor
all necessary legal proceedings for effectually protecting or defending the
same from infringement.

3. The estimated
value of the property is Rs .………………..

IN WITNESS WHEREOF,
the parties have set their hands to this deed on the day and year first above
written.

The First Schedule
referred to

(Particulars of the
Trade Marks)

The Second Schedule
referred to

(Particulars of
patent).

Signed and delivered
by the within named donor A

Signed and delivered
by the within named donees C and D

WITNESSES;

1.

2.

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