Training and Certification Programs

API Monogram® Licensing Program

Alternative Markings
Show the World What You’re Made Of

Item API Monogram Alternative Marking of Products License Agreement

Effective Date October 1, 2008

Revision 2
 API Monogram Alternative Marking of Products License
Agreement

Information

Page 1 of 1

Effective: 10.01.08 | Rev: 2 | 2008-165 | API Training and Certification Programs

PDF
 API Monogram Alternative Marking of Products License
Agreement

Please utilize this document to submit a request for Marking Party

consideration for the Alternative Monogram Program
Marking Agreement. The Alternative Monogram 1. Organization’s Name (as currently licensed by API):
Program Marking Agreement is only applicable to the
conditions and products covered by the API
Specifications listed 2. Contact Name:
in Section 3, Table 1 of the API Monogram Marking
Requirements document (see
www.api.org/certifications/ monogram/ 3. Street Address:
documents/applications.cfm)

Along with these completed forms, please submit a

cover letter and the applicable fee (see Part 2) to API
for consideration and evaluation of your request. City:

Licensee Information
State: Zip/Postal Code:
1. Organization’s Name (as currently licensed by API):

2. Applicable License
Number(s)*: Country:

3. Contact Name: 4. Telephone Number:

4. Street Address: 5. Fax Number:

6. Email Address:

City:
7. Is Marking Party a current API Monogram License
holder?
State: Zip/Postal
❑ Yes ❑ No

Code: Country: If yes, please list license number(s):

5. Telephone
Number: *One License Agreement and applicable fees per license.

6. Fax Number:

7. Email Address:

Effective: 10.01.08 | Rev: 2 | 2008-165 | API Training and Certification Programs

PDF
Part 1: API Monogram Alternative Marking of Products
License Agreement Licensee’s License Number:
Page 1 of 4
This Agreement dated
between the American Petroleum Institute (hereinafter
“API”), a corporation of the District of Columbia, having
offices at
1220 L Street, NW, Washington, DC 20005-4070, USA,
and
(hereinafter “Licensee”)
whose API License Number is:
having its principal place of business at:
and:
(hereinafter “Marking Party”)
havng its principal place of business
at:
Whereas, API is the owner of all rights to the
SAMPLE certification mark (hereinafter “the API
®
Monogram”) relating to API’s Monogram
Program, and
Whereas, Licensee has obtained and maintains at its
facility a non-exclusive license from API on or in
connection with
the marketing of goods made in accordance with the
API Monogram Program, and API standards and
specifications, and
Whereas, Licensee and Marking Party have entered into
an agreement that authorizes Marking Party to conduct
partial processing of products on behalf of the Licensee,
and
Whereas, Licensee desires to enter into an arrangement
with Marking Party in order to allow the Marking Party to
obtain a non-exclusive license from API to apply required
markings along with the official API Monogram and
Licensee’s API License Number to products partially
made/ processed by the Marking Party at the address
identified above.
Now therefore, in consideration of the mutual covenants
hereinafter stated, the parties agree as follows:
1. API grants to Marking Party a non-exclusive, non-
transferable Marking Party License to apply the API
Monogram on products of Licensee, in accordance
with the terms and conditions set forth in this
Agreement.
2. Marking Party represents to API that it has agreed
to process portions of equipment manufacturing
for the Licensee at Marking Party’s facility that is
located at
(hereinafter “facility”). Marking Party agrees to limit
the use of the official API Monogram and
Licensee’s API License Number only to products
that conform with the applicable product
specification and that are
covered by Licensee’s API Monogram License.
Marking Party shall maintain sufficient controls to
ensure that marked products meet the appropriate
specification.
3. Marking Party shall not use the API Monogram on
letterheads, or in any advertising (including company-
sponsored web sites) without prior written
authorization by API.
4. Licensee agrees to permit the use of the API
Monogram on products to Marking Party only as
specified by API
and controlled by Licensee’s pertinent procedures.
The Licensee agrees that it and Marking Party will use
the API Monogram only on Licensee’s products that
meet all of API’s requirements and agrees to assume
full and complete responsibility for use of the API
Monogram
on its products. Licensee shall enter into an
agreement allowing the Marking Party to use the
Licensee’s API License Number in conjunction with
and only in conjunction with the marking of the
Licensee’s products. Licensee shall remain
responsible for ensuring that all products meet the
requirements
of Licensee’s license agreement.
Part 1: API Monogram Alternative Marking of Products
License Agreement
Page 2 of 4
5. Marking Party
understands and agrees
that Marking
Party’s facility may
be audited
periodically, at
Licensee’s cost,
during the term of
this license to
determine whether
or not Licensee may
continue to qualify
for the authorization
to use the API
Monogram. The
frequency of the
periodic audits will
be at the discretion
of API. Marking Party 7. Marking Party
agrees to permit API,
or any approved API
auditor to conduct
such audits. Marking
Party agrees that API’s
representatives shall,
after giving reasonable
notice, have the
access to the facilities
covered by this
Agreement in order to
perform these audits.
6. Marking Party agrees
to immediately cease
applying the
API Monogram and
notify API if:
(a) It has evidence
or information
which indicates
that Licensee’s
products
displaying the
API Monogram
do not conform
to API’s
requirements,
or
(b) It has
evidence or
information 8. Marking Party agrees
that
that API is the sole owner
Licensee’s
of
quality
managemen
t system
does not
meet API
requirement including, but not 9. Marking Party
s, or limited to, challenging agrees that API is to
API’s ownership rights, rely upon Marking
(c) It is no longer challenging the validity Party’s
processing/manuf of the API Monogram representations in
acturing or any registrations granting the
equipment for and applications Licensee the
Licensee at the thereof, and/or authorization to use
facility, or attempting to register the API Monogram
the API Monogram or at the Marking
(d) It no longer has a other API mark in any Party’s facility.
contractual country, state, or other Marking Party
relationship with jurisdiction. agrees that if any
Licensee for the action or
process/manufac proceeding is
ture of brought by API to
equipment. enforce, protect
or establish any
right or remedy
agrees to assist API with respect to
in the enforcement this Agreement
of any rights of API in (including but not
the API Monogram limited to the
Program. Marking failure of the
Party agrees that it Licensee to pay
will not perform any applicable fees or
acts which directly or audit costs) or
indirectly assist a with respect to
third-party, including the subject
but matter of this
not limited to the Agreement
Licensee, in using the or with respect to
API Monogram the equipment that
without authorization. is manufactured at
The Marking Party the Facility, API
agrees to notify API in shall be entitled to
writing of any recover damages
infringements or and reasonable
limitations by third attorney’s fees and
parties of the API costs.
Monogram which may
come to the Marking 10. Marking Party agrees
Party’s attention. API that API may
shall have the sole immediately terminate
right to determine this Agreement and
whether or not any cancel Marking Party’s
action shall be taken, existing Certificate of
at its sole expense, on Authority to Use the
account of any such API Monogram for
infringement or any reason, including,
limitation. but not limited to, any
failure
by Marking Party to
comply with any of
the terms and
conditions of this
the API Monogram and
Agreement. API shall
agrees not to take any
not be liable for any
actions which are
claims, losses, injury,
inconsistent with API’s
expenses, or
ownership rights
damages related to
 such termination and
cancellation. 15. The terms
and
11. The Agreement shall conditions of
not be assignable or this
transferable by Agreement
Marking Party in any are severable.
manner nor shall If any
Marking Party have condition of
the right to grant this
sublicenses. Agreement is
deemed to be
12. This Agreement shall illegal or
be interpreted and unenforceabl
governed by the law e under any
of the District of rule of law, all
Columbia, United other terms
States of America. In shall remain
the event of any in force.
litigation between the
parties arising under 16. This Agreement
this Agreement, the shall not and is not
parties agree that the intended to benefit
only proper venue for nor to grant any
such litigation shall right or remedy to
be the District of any person or entity
Columbia, United that is not a party to
States of America. this Agreement.

13. This instrument

contains the entire
and only Agreement
between the parties
with respect to the
subject matter
hereof. No oral
statements or
representations not
herein contained
shall have any force
and effect.

14. It is expressly
understood between
the parties hereto
that no association,
agency, apparent
agency, employer/
employee
relationship,
partnership, or joint
venture of any kind
has been created.
This Agreement does
not constitute an
assignment or
delegation of
Licensee’s
API License rights and
duties.
Part 1: API Monogram Alternative Marking of Products
License Agreement
Page 3 of 4

17. The undersigned individuals represent and warrant Marking Party Use Only
that they are expressly and duly authorized by their
respective entities or agencies to execute this Name of Marking Party
Agreement and to legally bind their respective entities
or agencies as set forth in this Agreement. Organization: Name of Authorized
18. Paragraphs 2, 4, 6, 7, 8, 9, 10, 12, 14, 20, and 21 Officer:
survive termination, suspension or expiration of this
Agreement.
Signature of Authorized Officer:
19. This Agreement shall be effective on the date it is
executed. The Agreement will expire upon the
expiration
of the Licensee’s current API Monogram License, or upon
the expiration date noted below, whichever is earlier.
Title of Authorized
20. API is a nonprofit corporation exempt from United
States federal income tax under section 501(c)(6) of Officer: Date:
the Internal Revenue Code of 1986 as amended. No
provision of this Agreement shall obligate API to take
any action that is inconsistent with or could jeopardize
its tax-exempt status. Marking Party agrees to pay and Licensee Use Only
indemnify API from all excises and other taxes
Name of Licensee:
imposed by any authority related to this Agreement.

21. As consideration for the license granted herein,

Licensee agrees to pay all required fees. All
payments
due hereunder shall be made in U.S. Dollars and are
exclusive of any sales, use or other taxes, fees or duties
arising out of this Agreement. Licensee’s Existing License Number:

22. Notices required to be given by this Agreement shall be

in writing and shall be effective as of the date on which
such notice is delivered to: Name of Authorized Officer:

(a) Director of Training and Certification Programs Signature of Authorized

API
1220 L Street, NW Officer:
Washington, DC 20005-
4070 Title of Authorized Officer:
USA

(b) The Licensee at:

Date:

(b) The Marking Party at:

Part 1: API Monogram Alternative Marking of Products
License Agreement
Page 4 of 4

API Use Only

API Agreement Authorization

Manager of API Monogram Program:

Effective Date:

Expiration Date:
Part 2: Licensing Fee and Directions

Page 1 of 1
Annual Fee projected Directions Sales:
The Licensee will be auditor day Submit the completed
assessed an Annual Fee of rate total, in License Agreement(s), 713-964-2662
$1,000.00 (U.S. Dollars) addition to along with a request Customer Service:
per license for the 100% of letter and the applicable
Authorization to use the associated fee, to API at the
non-refundable 202-962-4791
API Monogram on only address listed below for Fax:
auditor
Licensee’s products as consideration of
expenses (e.g.,
specified in the Alternative airfare). acceptance of 202-682-8070
Marking of Products Alternative Marking E-mail:
License Agreement. The (b) Audit Cancelled permission.
License will not be by Applicant/Licensee certification@api.org
granted until the within one (1) API Training and
applicable fee is received to seven (7) Certification Programs www.api.org/monogra
by API and the Agreement calendar-days of 1 m
has been executed by all scheduled audit 2
parties. date. 2
50% of projected 0
Audit Costs auditor day rate
total, in addition L
If API determines that an
to
audit(s) of the Marking S
100% of
Party’s facility is/are associated non- t
required, the Licensee shall refundable auditor r
be assessed for the cost of expenses e
the audit(s), as per Clause (e.g., airfare). e
5 of the Alternative t
Marking of Products Note: Cancellation ,
License Agreement. Audit fees do not apply
costs are based on the N
when the audit is W
contract rate of API’s cancelled due to acts
auditor(s) and any related of nature or as W
auditor(s) expenses. These jointly agreed upon a
expenses may include between API and the s
travel time, airfare, taxi, client. h
rental car (or private car), i
accommodations, meals, Special Note: Upon n
parking, telephone, etc., successful evaluation of g
plus an administrative fee. the request and review of t
audit results, if required, o
Audit Cancellation Fee n
the Alternative Marking
Where the ,
of Products License
Applicant/Licensee cancels Agreement shall be D
or postpones the date of executed by API. The C
the on-site audit after it has Marking Party will not be
been agreed to, a fee is issued a certificate, as 2
payable under the policy the license 0
set out below. is only for the use of 0
the Official API 0 Copyright 2008 - API, all rights reserved.
API, API Monogram, API Spec Q1, the API
(a) Audit Cancelled Monogram and the 5 logo, and the API Monogram logo are
either trademarks or registered
by Licensee’s applicable - trademarks of API in the United States
Applicant/Licen license number on 4 and/or other countries.

see within eight 0

products partially
(8) to thirty (30) 7
calendar-days of processed/manufactur
0
scheduled audit ed for the Licensee. USA
date. 25% of