#8429
@001 Enter the name of the STORE:
@002 Enter the name of the LICENSEE:
@842/@842/@842 Enter the initial term of the license in months:
12
24
KEY IN VALUE
@843 Enter the type of department:
@844 Enter type of product to be sold:
@845 Enter the square footage for retail space:
@846 Enter the number of feet for storage:
@848 Enter the percentage rental:
!849 Enter the minimum rental per year in numerals:
@850 Enter the percentage of sales to be spent in advertising:
!851 Enter the minimum limits for insurance in numerals:
#end control section
#8429
/* Para. 8429: Retail store, lease of department */


              LICENSE AGREEMENT TO OPERATE CONCESSION


@001, referred to as STORE, and @002, referred to as LICENSEE,
agree:


STORE grants to LICENSEE the exclusive right for a term of @842
months, to operate a @843 department for the sale, at retail, of
@844, and other products which are customarily sold together with
the licensed line of products. As to the related products, this
right shall be non-exclusive.


The total retail space permitted is @845 square feet. In addition
@846 square feet shall permitted for storage. Storage space shall
not be air conditioned or heated. The space to be provided to
@002 shall be located as shown the attached floor plan. The
initial cost of refurbishment, and provision of fixtures shall be
the sole responsibility of LICENSEE, and the plans and completed
work shall be subject to the approval of STORE. However, STORE
may from time to time in its sole discretion require that the
licensed area be moved. In the event that a move is required by
the STORE, the expense of moving shall be borne by the STORE.


As rent LICENSEE shall pay the sum of @848 percent of all sales.
LICENSEE shall provide a daily report to STORE of sales made that
are paid for within its department. STORE shall provide a daily
accounting of sums collected for sales originating within the
department. In the event that STORE accepts payment for items
purchased within the licensed department, the STORE shall provide
price tags encoded so that sales are credited to LICENSEE. The
minimum rental shall be $ @849 (!849 dollars) per year.
Settlement shall occur on a monthly basis. In the event that the
rental as calculated per month is not equal to 1/12 of the annual
rental, STORE shall have the right to bill LICENSEE for any short
fall.


The licensed department shall be open the same time as the store.
Employees of the licensed department shall wear the same uniforms
and name tags as employees of the STORE. Such uniforms, names
tags and other personal items shall be provided by the STORE at
its cost to LICENSEE. Employees of LICENSEE shall be subject to
the same regulations as to dress and deportment as employees of
STORE. The fact of this license shall not be made public, and the
department shall be operated as if it was a a part of the STORE.
LICENSEE shall be solely responsible for pay, fringe benefits and
worker's compensation due to its employees. STORE may require
that LICENSEE's employees attend training provided by it, and
STORE shall bear the expense of the training, and LICENSEE shall
pay its employees their regular wages for such training. STORE
may in its discretion require LICENSEE to replace employees not
meeting STORE's standards.


STORE shall be authorized to accept returns and to settle
disputes with LICENSEE's customers with reasonable discretion,
and in keeping with its standard policy of customer service. Any
amounts paid in refund and any merchandise returned to STORE
shall be deducted from amounts due by the STORE to the LICENSEE
and returned to LICENSEE, respectively.


In the event that bank credit cards are accepted by STORE for
sales made in LICENSEE's department, STORE shall remit the net
amount of the sale, less the customary merchant discount. If
STORE provides its own credit card:


STORE shall pay for all sales of merchandise from LICENSEE's
department sales which are made on its card in full;


If STORE provides its own credit card, LICENSEE shall be provided
with facilities for the acceptance of the same, and provided that
STORE approves a charge transaction, STORE shall pay the same to
LICENSEE at par.


If STORE accepts checks, it may accept checks for sales from
LICENSEE's department under the same terms and conditions as it
accepts checks from its own customers. All sums in checks shall
be initially credited to LICENSEE. However, LICENSEE shall be
charged back for sums due to bad checks. All bad checks shall be
collected by STORE, and the net sums collected paid to LICENSEE.


LICENSEE shall spend a minimum of @850 per cent of its total
projected minimum sales (which shall be determined by dividing
the minimum rental by the percentage of sales paid as rental) on
advertising. Said advertising shall be coordinated and placed
through the STORE's advertising department or agencies. LICENSEE
shall prepare all advertisements at its costs, however the same
will be subject to the final approval of STORE.


LICENSEE shall at all times maintain comprehensive general
liability insurance and insurance on its stock with an insurance
carrier acceptable to STORE with a minimum limit of $ @851 (!851
dollars). LICENSEE shall cause STORE to be named as an additional
insured with payments to be made as the respective interests of
the parties appear.


If LICENSEE shall at any time fail to maintain adequate stock,
employees and meet the standards of the STORE for service and
operation, STORE shall specify the defects, and LICENSEE shall
have no more than 72 hours to remedy the defects for the first
notification, and 24 hours for any subsequent notification. If
the LICENSEE does not cure any breach, STORE may terminate the
license with LICENSEE. LICENSEE specifically waives the necessity
of a judicial order requiring it to cease operations and vacate
the premises and STORE shall be entitled to effect removal
through self-help.


In the event of the destruction of the premises or their
condemnation during the term of this agreement, the LICENSEE's
sole remedy shall an extended term equal to the remaining term
under this agreement in any replacement store, or, if the
existing store is damaged, to an extension of time equal to the
time that the store is closed once the store is reopened.


This agreement and the rights thereunder may not be assigned by
either party without the prior consent of the other party. In the
event that the store premises are leased or subject to a
mortgage this agreement shall be subordinate thereto. LICENSEE
agrees that it will execute a subordination agreement upon
request of the LICENSOR.



Dated: ___________________________





_______________________________________

@001




_______________________________________

@002