Trademark License Agreement Between Parent And Subsidiary Template for Germany

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Key Requirements PROMPT example:

Trademark License Agreement Between Parent And Subsidiary

"I need a Trademark License Agreement Between Parent And Subsidiary for our German automotive manufacturing parent company to license its trademarks to its new subsidiary in France, with the agreement to start from March 1, 2025, including provisions for manufacturing quality control and potential sublicensing to distributors."

Document background
The Trademark License Agreement Between Parent And Subsidiary is a crucial document for corporate groups operating in Germany who wish to formalize the use of trademarks within their organization. This agreement is particularly important when a parent company needs to maintain control over its trademark portfolio while allowing subsidiaries to utilize these valuable assets in their operations. The document ensures compliance with German trademark law (MarkenG), corporate law, and tax regulations, particularly regarding transfer pricing. It's commonly used during corporate restructuring, establishment of new subsidiaries, or formalizing existing trademark usage arrangements within a group. The agreement includes detailed provisions for quality control, usage guidelines, and maintenance of trademark rights, while considering the special relationship between parent and subsidiary entities under German law.
Suggested Sections

1. Parties: Identification of the parent company as licensor and subsidiary as licensee, including full legal names, registration details, and addresses

2. Background: Context of the agreement, relationship between parties, ownership of trademarks, and purpose of the license

3. Definitions: Definitions of key terms including Licensed Marks, Territory, Field of Use, Net Sales (if relevant), and other agreement-specific terms

4. Grant of License: Scope of license granted, including territory, exclusivity/non-exclusivity, and field of use restrictions

5. Quality Control: Standards for trademark usage, approval procedures, and quality control mechanisms

6. Payment Terms: License fee structure, payment methods, currency, and transfer pricing compliance

7. Term and Termination: Duration of agreement, renewal provisions, and circumstances for termination

8. Maintenance and Protection: Responsibilities for trademark maintenance, protection against infringement, and cooperation in enforcement

9. Representations and Warranties: Standard warranties regarding trademark ownership, authority to license, and validity

10. Compliance with Laws: Obligations to comply with applicable laws and regulations

11. Miscellaneous: Standard provisions including notices, amendment procedures, and governing law

Optional Sections

1. Sub-licensing Rights: Include when subsidiary needs right to sub-license to its own subsidiaries or authorized distributors

2. Manufacturing Standards: Include when licensed marks are used on manufactured products requiring specific quality standards

3. Marketing and Promotion: Include when specific requirements for marketing and promotional use of trademarks are needed

4. Group Companies Provisions: Include when rights need to extend to other group companies or future subsidiaries

5. Exit Provisions: Include when specific provisions are needed for corporate restructuring or subsidiary sale scenarios

6. Data Protection: Include when trademark usage involves processing of personal data

7. Anti-Trust Compliance: Include when additional competition law compliance measures are necessary

Suggested Schedules

1. Schedule 1 - Licensed Trademarks: Detailed list of licensed trademarks including registration numbers, classes, and territories

2. Schedule 2 - Brand Guidelines: Specific requirements for trademark usage, including format, colors, and positioning

3. Schedule 3 - Quality Control Procedures: Detailed procedures for quality control and approval processes

4. Schedule 4 - License Fee Calculation: Detailed methodology for calculating license fees in compliance with transfer pricing requirements

5. Appendix A - Trademark Specimens: Examples of approved trademark usage and formatting

6. Appendix B - Approval Request Forms: Standard forms for requesting approval for new trademark uses

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Manufacturing

Technology

Retail

Consumer Goods

Pharmaceuticals

Financial Services

Automotive

Telecommunications

Food and Beverage

Professional Services

Media and Entertainment

Software and IT

Relevant Teams

Legal

Intellectual Property

Corporate

Finance

Tax

Commercial

Brand Management

Licensing

Corporate Development

Compliance

Relevant Roles

General Counsel

Head of Legal

Intellectual Property Counsel

Corporate Lawyer

Trademark Attorney

Legal Director

Chief Legal Officer

Head of Intellectual Property

Corporate Secretary

Chief Financial Officer

Tax Director

Commercial Director

Brand Manager

Licensing Manager

Corporate Development Director

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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