Infringement Settlement

I do not know if you have a viable defense or not. I would certainly confer with an attorney for the sole purpose of reviewing the agreement (it sounds very one-sided). It is not uncommon for a business to insist on litigation being done in their home state, making it very hard to litigate without a lawyer from that state.
On my profile there are several legal guides. I recommend reviewing the following which may be helpful to you:


Hiring a lawyer; Is it Legal? Is it Illegal?...Understanding the different court systems;
Introduction to Legal terms used in litigation; Limitations on a Lawyer’s License: What a Lawyer Can and Cannot Do……………………………..…………………………..

Commercial Litigation


How to Succeed in Business by Really Trying: Wise Moves and Dumb Moves

LEGAL DISCLAIMER…………………………………………………………………..
Mr. Sarno is licensed to practice law in NJ and NY. His response here is not legal advice and does not create an attorney/ client relationship. The response is in the form of legal education and is intended to provide general information about the matter in question. Many times the questioner may leave out details which would make the reply unsuitable. Mr. Sarno strongly advises the questioner to confer with an attorney in their own state to acquire more information about this issue.

It's pretty typical for the party that's writing the agreement to "bias" it a bit in their favor. However, if they truly want to settle, setting aside their pride and amateur approach to settlement, the agreement ought not to be so one-sided, nor is it necessary.

In fact, since the agreement ought to be "confidential" so that settlement terms can't be revealed to the public, there's no reason to extract a pound of flesh from you in an agreement that won't see the light of day (unless it's breached).

Regarding your question about not being able to use your "logo" or sell your products, a patent and trademark attorney would need to review the patent and/or trademark of the other company and compare those to your product and mark/name to determine if there's any infringement in the first place. In the second place, what does the agreement say about future use? Is the agreement a license to use the other company's patent and/or trademark going forward? Probably not, but your attorney needs to review the license to answer these questions.

By the way, your "offer" might be considered part of settlement negotiations under federal litigation rules, so, it probably isn't an admission of any wrongdoing, and nothing seems to be written in stone at this point. I suggest you consult an intellectual property attorney about your facts before you do anything further.

Per the Avvo Terms of Use, this does not constitute legal advice nor establish an attorney-client relationship. Consult an attorney for legal advice.

If you're going to do your own lawyering (never a good idea), you need to raise and resolve the issues you've found, and hope you've found them all, before you sign anything. Once you sign an agreement with this bully, you'll be going from the frying pan into the fire and giving them rights they may never have had against you.

Disclaimer: Please note that this answer does not constitute legal advice, and should not be relied on, since each state has different laws, each situation is fact specific, and it is impossible to evaluate a legal problem without a comprehensive consultation and review of all the facts and documents at issue. This answer does not create an attorney-client relationship.