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Trademark License
"I need a Trademark License Agreement for my company to license our registered clothing brand trademark to a manufacturer in Mumbai, India, with quality control requirements and a 5% royalty on net sales, starting March 2025."
1. Parties: Identification of the licensor and licensee with full legal names and addresses
2. Background: Context of the agreement, including details of trademark ownership and registration
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Scope and nature of the license (exclusive/non-exclusive), permitted uses, and territorial limits
5. Term and Renewal: Duration of the license and conditions for renewal
6. License Fees and Royalties: Payment terms, calculation of royalties, and payment schedules
7. Quality Control: Standards, inspection rights, and approval procedures for licensed products/services
8. Use of the Trademark: Specific guidelines for trademark usage and brand guidelines compliance
9. Representations and Warranties: Parties' assertions regarding trademark ownership, authority to license, and non-infringement
10. Protection of the Trademark: Obligations regarding trademark protection and handling infringement
11. Termination: Grounds for termination, termination procedure, and post-termination obligations
12. Confidentiality: Protection of confidential information exchanged during the license relationship
13. Governing Law and Jurisdiction: Specification of Indian law as governing law and jurisdiction for disputes
14. General Provisions: Standard boilerplate clauses including notices, amendments, and severability
1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses to third parties
2. Marketing and Promotion: Include when specific marketing obligations or restrictions need to be detailed
3. Export Restrictions: Include for licenses with international implications or territorial restrictions
4. Minimum Performance Requirements: Include when setting specific sales targets or performance metrics
5. Assignment Rights: Include when transfer of license rights needs specific regulation
6. Insurance: Include when specific insurance requirements are needed for product liability
7. Dispute Resolution: Include when specific arbitration or mediation procedures are preferred
8. Force Majeure: Include when specific force majeure provisions are needed beyond standard terms
1. Schedule A - Licensed Trademarks: Details of all licensed trademarks including registration numbers and classes
2. Schedule B - Licensed Products/Services: Comprehensive list of products/services covered by the license
3. Schedule C - Territory: Detailed description of geographical areas where license is valid
4. Schedule D - Quality Standards: Specific quality control requirements and specifications
5. Schedule E - Royalty Calculations: Detailed methodology for calculating royalties
6. Schedule F - Brand Guidelines: Specific requirements for trademark usage and brand compliance
7. Appendix 1 - Approval Procedures: Step-by-step procedures for obtaining approval for trademark usage
8. Appendix 2 - Reporting Templates: Standard forms for sales reports and royalty calculations
Authors
Affiliate
Authorized Use
Brand Guidelines
Business Day
Commencement Date
Confidential Information
Effective Date
Force Majeure Event
Gross Sales
Intellectual Property Rights
Licensed Products
Licensed Services
Licensed Territory
Licensed Trademark
License Fee
Licensee
Licensor
Net Sales
Quality Standards
Quarter
Royalty
Royalty Period
Subsidiary
Term
Trademark Registration
Trade Dress
Use
Working Day
Grant of License
Territorial Restrictions
Term and Termination
Quality Control
Royalty Payments
Audit Rights
Confidentiality
Intellectual Property Protection
Non-Competition
Sub-Licensing
Assignment
Force Majeure
Indemnification
Insurance
Dispute Resolution
Governing Law
Notices
Amendment
Entire Agreement
Severability
Brand Usage
Compliance with Laws
Record Keeping
Reporting Requirements
Marketing and Promotion
Product Approval
Recognition of Rights
Good Faith
Further Assurance
Retail
Manufacturing
Consumer Goods
Fashion and Apparel
Food and Beverage
Technology
Pharmaceuticals
Entertainment
Sports and Recreation
Automotive
Franchising
Education
Hospitality
Media and Publishing
Software and Technology
Legal
Intellectual Property
Brand Management
Commercial
Business Development
Licensing
Compliance
Marketing
Finance
Operations
Legal Counsel
Intellectual Property Manager
Brand Manager
Licensing Director
Commercial Director
Business Development Manager
Franchise Manager
Contract Manager
Chief Legal Officer
Intellectual Property Counsel
Trademark Attorney
Commercial Lawyer
Compliance Officer
General Counsel
Marketing Director
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