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Non Exclusive Trademark License Agreement
"I need a Non-Exclusive Trademark License Agreement for licensing my registered clothing brand trademark to a manufacturer in Ontario, Canada, starting January 2025, with strict quality control provisions and a 5% royalty rate on net sales."
1. Parties: Identification of the Licensor and Licensee with full legal names and addresses
2. Background: Context of the agreement, including details about the trademark ownership and parties' intentions
3. Definitions: Definitions of key terms used throughout the agreement, including 'Licensed Marks', 'Territory', 'Term', and 'Licensed Products'
4. Grant of License: Specific details of the non-exclusive license grant, including scope, territory, and permitted uses
5. Term and Termination: Duration of the agreement, renewal provisions, and circumstances for termination
6. License Fees and Royalties: Payment terms, royalty rates, calculation methods, and payment schedules
7. Quality Control: Standards for using the trademark and Licensor's right to inspect and approve usage
8. Protection of the Licensed Marks: Obligations regarding trademark protection, infringement reporting, and enforcement
9. Representations and Warranties: Parties' representations regarding trademark ownership, authority to enter agreement, and other key assurances
10. Indemnification: Mutual or unilateral indemnification obligations for various risks and losses
11. Confidentiality: Protection of confidential information exchanged during the license relationship
12. General Provisions: Standard clauses including governing law, notices, assignment, and entire agreement
1. Sublicensing Rights: Include when Licensee is permitted to sublicense the trademark to third parties
2. Marketing and Promotion: Include when specific marketing requirements or restrictions need to be imposed
3. Minimum Performance Requirements: Include when Licensee must meet specific sales or performance targets
4. Export Controls: Include when licensed products may be subject to export regulations
5. Insurance Requirements: Include when specific insurance coverage is required for the Licensee
6. Right of First Refusal: Include when Licensee is granted priority rights for additional territories or products
7. Alternative Dispute Resolution: Include when parties prefer mediation or arbitration over litigation
1. Schedule A - Licensed Marks: Detailed list and images of all licensed trademarks, including registration numbers
2. Schedule B - Licensed Products: Comprehensive list of products/services covered by the license
3. Schedule C - Quality Control Standards: Detailed specifications for trademark usage and product quality requirements
4. Schedule D - Territory: Detailed description of geographic territories where license is valid
5. Schedule E - Royalty Calculations: Detailed methodology for calculating royalties, including examples
6. Schedule F - Approved Forms of Trademark Display: Examples and guidelines for proper trademark usage and placement
7. Appendix 1 - Trademark Registration Certificates: Copies of official trademark registration certificates
Authors
Affiliate
Applicable Law
Business Day
Commencement Date
Confidential Information
Effective Date
Force Majeure
Gross Sales
Initial Term
Licensed Marks
Licensed Products
Licensed Services
Licensed Territory
License Year
Net Sales
Quality Control Standards
Quality Control Manual
Renewal Term
Royalty Rate
Royalty Period
Subsidiary
Term
Trademark Usage Guidelines
Trade Channels
Trademark Rights
Working Day
IP Rights
Marketing Materials
Minimum Annual Royalty
Permitted Use
Quarterly Report
Reporting Period
Style Guide
Trademark Notice
Trademark Registration
Territory Restrictions
Term and Duration
Renewal
Termination
Quality Control
Royalty Payments
Audit Rights
Trademark Usage
Trademark Protection
Confidentiality
Representations and Warranties
Indemnification
Insurance
Assignment
Notices
Force Majeure
Dispute Resolution
Governing Law
Severability
Entire Agreement
Amendment
Waiver
No Agency
Compliance with Laws
Records and Reporting
Marketing and Promotion
Non-Competition
Product Approval
Intellectual Property Ownership
Third-Party Rights
Sub-Licensing
Further Assurance
Infringement Actions
Change of Control
Retail
Manufacturing
Consumer Goods
Technology
Fashion and Apparel
Food and Beverage
Entertainment
Sports and Recreation
Pharmaceuticals
Franchising
Professional Services
Software and Digital Products
Legal
Intellectual Property
Brand Management
Business Development
Commercial
Quality Assurance
Compliance
Executive Leadership
Finance
Marketing
Legal Counsel
Intellectual Property Lawyer
Trademark Attorney
Licensing Manager
Brand Manager
Commercial Director
Business Development Manager
Chief Legal Officer
Intellectual Property Director
Contract Manager
Quality Assurance Manager
Compliance Officer
Chief Executive Officer
Chief Commercial Officer
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