Trademark Purchase Agreement Template for Hong Kong

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Key Requirements PROMPT example:

Trademark Purchase Agreement

"I need a Trademark Purchase Agreement for my Hong Kong tech company to purchase a mobile app trademark from a Singapore startup, with completion planned for March 2025 and including provisions for associated social media accounts and domain names."

Document background
The Trademark Purchase Agreement is essential for businesses and individuals looking to transfer trademark ownership in Hong Kong. This document is specifically used when a trademark owner (seller) wishes to permanently transfer all rights, title, and interest in a trademark to another party (purchaser). The agreement must comply with Hong Kong's Trade Marks Ordinance (Cap. 559) and related regulations, ensuring proper recordal of the transfer with the Hong Kong Intellectual Property Department. It typically includes detailed information about the trademark(s), purchase price, warranties about ownership and validity, completion mechanics, and post-completion obligations. The document is crucial for brand acquisitions, corporate restructuring, or business sale transactions where trademark assets are being transferred.
Suggested Sections

1. Parties: Identification of the seller and purchaser with full legal names and registered addresses

2. Background: Context of the agreement, including brief description of the trademark(s) and purpose of the transfer

3. Definitions and Interpretation: Definitions of key terms used in the agreement and rules of interpretation

4. Sale and Purchase: Core terms of the transfer, including clear identification of the trademark(s) being sold

5. Purchase Price: Amount payable for the trademark(s) and payment terms

6. Completion: Details of when and how the transfer will be completed, including any conditions precedent

7. Seller's Warranties: Warranties regarding ownership, validity, and non-infringement of the trademark(s)

8. Purchaser's Warranties: Basic warranties from the purchaser regarding authority to enter into the agreement

9. Further Assurance: Obligations to execute additional documents and take necessary steps to perfect the transfer

10. Confidentiality: Obligations regarding confidential information disclosed during the transaction

11. Notices: Process for giving formal notices under the agreement

12. General Provisions: Standard boilerplate clauses including entire agreement, amendments, and severability

13. Governing Law and Jurisdiction: Specification of Hong Kong law as governing law and jurisdiction for disputes

Optional Sections

1. Tax Provisions: Specific provisions dealing with tax implications and responsibilities, used when there are significant tax considerations

2. Transitional Arrangements: Provisions for temporary licensing or phased transfer, used when immediate complete transfer is not practical

3. Associated Rights: Transfer of associated goodwill, domain names, or social media accounts, used when these are part of the transaction

4. Non-Competition: Restrictions on seller's future use of similar marks, used when protecting purchaser's commercial interests

5. Employee and Customer Notifications: Requirements for notifying stakeholders, used when the mark is actively used in business

6. Existing Licenses: Handling of existing trademark licenses, used when there are active licenses

7. Territory Provisions: Specific provisions for multi-jurisdictional rights, used when trademark is registered in multiple territories

Suggested Schedules

1. Schedule 1 - Details of Trademark(s): Comprehensive list of trademarks being transferred, including registration numbers, classes, and territories

2. Schedule 2 - Form of Transfer: Pro forma trademark assignment document for filing with trademark registry

3. Schedule 3 - Existing Licenses: Details of any existing licenses, if applicable

4. Schedule 4 - Associated Rights: List of associated rights being transferred (domain names, social media accounts, etc.)

5. Schedule 5 - Completion Requirements: Detailed list of documents and actions required for completion

6. Appendix A - Power of Attorney: Form of power of attorney for completing registration formalities

7. Appendix B - Board Resolutions: Pro forma board resolutions approving the transfer

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

Retail

Consumer Goods

Technology

Fashion and Luxury

Food and Beverage

Pharmaceuticals

Manufacturing

Entertainment

Media

Professional Services

E-commerce

Sports and Recreation

Hospitality

Healthcare

Education

Relevant Teams

Legal

Intellectual Property

Corporate Affairs

Marketing

Brand Management

Business Development

Mergers & Acquisitions

Finance

Compliance

Commercial Operations

Relevant Roles

Chief Executive Officer

Chief Legal Officer

General Counsel

Intellectual Property Counsel

Brand Manager

Marketing Director

Commercial Director

Legal Counsel

Corporate Lawyer

Trademark Attorney

Company Secretary

Business Development Manager

Mergers & Acquisitions Director

Chief Financial Officer

Compliance Officer

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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