Perpetual Trademark Licence Template for England and Wales

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Key Requirements PROMPT example:

Perpetual Trademark Licence

"I need a Perpetual Trademark Licence for my fashion brand to license our logo to a manufacturer in Germany, with strict quality control provisions and quarterly royalty payments based on net sales, to be effective from March 2025."

Document background
A Perpetual Trademark Licence is used when a trademark owner wishes to grant indefinite rights to another party to use their registered marks. This document, governed by English and Welsh law, is particularly relevant for long-term business relationships where ongoing brand usage is essential. The agreement includes detailed provisions for quality control, payment terms, and protection of the mark, while complying with UK trademark legislation and competition law. Unlike fixed-term licences, this perpetual arrangement continues indefinitely unless specific termination events occur.
Suggested Sections

1. Parties: Identification and details of licensor and licensee

2. Background: Context of the agreement and trademark ownership details

3. Definitions: Key terms used throughout the agreement

4. Grant of Licence: Scope and nature of the perpetual licence

5. Quality Control: Standards and requirements for trademark usage

6. Payment Terms: Licence fees and payment arrangements

7. Protection of the Mark: Obligations regarding trademark protection and infringement

8. Termination: Circumstances under which the perpetual licence may be terminated

Optional Sections

1. Sub-licensing Rights: Provisions governing the licensee's right to grant sub-licences to third parties

2. Territory Restrictions: Geographical limitations and restrictions on trademark use

3. Assignment Provisions: Rights and restrictions regarding assignment of the licence to third parties

Suggested Schedules

1. Schedule 1 - Licensed Marks: Details and representations of licensed trademarks

2. Schedule 2 - Quality Control Standards: Detailed quality requirements and specifications

3. Schedule 3 - Approved Products/Services: List of products/services covered by the licence

4. Schedule 4 - Brand Guidelines: Technical specifications for trademark usage

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

Clauses
Industries

Trade Marks Act 1994: Primary UK legislation governing trademarks, covering registration requirements, rights conferred by trademark registration, licensing provisions, and infringement provisions

Trade Marks Regulations 2018: Updates to UK trademark law post-Brexit and technical requirements for trademark registration and maintenance

Competition Act 1998: Key legislation governing competition law in the UK, ensuring license terms don't create anti-competitive effects

Enterprise Act 2002: Additional competition law framework relevant to trademark licensing arrangements and market competition

Common Law Contract Principles: Fundamental principles governing contract formation, consideration, terms and conditions, breach and remedies in English law

Consumer Protection Law: Legislation protecting consumer rights if the licensed products or services are consumer-facing

IP Enforcement Regulations 2006: Regulations governing the enforcement of intellectual property rights including trademarks

IP Exhaustion of Rights Regulations 2019: Post-Brexit regulations governing the exhaustion of intellectual property rights in the UK

EU Trade Mark Regulations: European regulations relevant if the trademark has EU coverage or cross-border implications

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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