Trademark License Agreement Template for Nigeria

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Key Requirements PROMPT example:

Trademark License Agreement

"I need a Trademark License Agreement for my Nigerian cosmetics company to license our registered skincare brand to a manufacturer in Lagos for a 5-year exclusive license starting March 2025, with quarterly royalty payments and strict quality control provisions."

Document background
The Trademark License Agreement is a crucial legal instrument used when a trademark owner wishes to permit another entity to use their trademark(s) in Nigeria while maintaining control over their intellectual property. This agreement is essential for businesses expanding through licensing, franchising, or strategic partnerships, and must comply with Nigerian trademark law, particularly the Trademarks Act Cap T13, LFN 2004. The document covers vital aspects including license scope, quality control measures, royalty structures, and territory restrictions. It's particularly important in protecting the licensor's brand value while enabling the licensee to benefit from the trademark's commercial value. The agreement should be carefully drafted to address specific business needs while ensuring enforceability under Nigerian law and including appropriate dispute resolution mechanisms.
Suggested Sections

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), territory, and permitted uses

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 for trademark usage and licensor's right to inspect and approve

8. Protection of the Trademark: Obligations regarding trademark protection and infringement actions

9. Representations and Warranties: Parties' representations regarding trademark ownership and authority to enter agreement

10. Confidentiality: Protection of confidential information exchanged during the license relationship

11. Termination: Grounds for termination and post-termination obligations

12. General Provisions: Standard clauses including governing law, notices, and dispute resolution

Optional Sections

1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses

2. Marketing and Promotion: Include when specific marketing requirements or restrictions apply

3. Product Development: Include when licensee will develop new products using the trademark

4. Export Restrictions: Include when there are specific territorial restrictions on export

5. Change of Control: Include when agreement needs to address ownership changes of either party

6. Minimum Performance Requirements: Include when setting specific sales or performance targets

7. Insurance Requirements: Include when specific insurance coverage is required

Suggested Schedules

1. Schedule 1 - Licensed Trademarks: Details of all licensed trademarks including registration numbers and classes

2. Schedule 2 - Licensed Territory: Detailed description of geographical territories covered by the license

3. Schedule 3 - Licensed Products/Services: Comprehensive list of products/services covered by the license

4. Schedule 4 - Quality Standards: Detailed quality control specifications and requirements

5. Schedule 5 - Royalty Calculations: Detailed methodology for calculating royalties

6. Appendix A - Trademark Usage Guidelines: Specific guidelines for proper trademark usage and display

7. Appendix B - Approval Procedures: Procedures for obtaining licensor approval 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

Relevant legal definitions
Clauses
Relevant Industries

Consumer Goods

Retail

Manufacturing

Fashion and Apparel

Food and Beverage

Technology

Pharmaceuticals

Franchising

Entertainment

Media and Publishing

Professional Services

Automotive

Relevant Teams

Legal

Intellectual Property

Commercial

Business Development

Compliance

Finance

Marketing

Brand Management

Quality Assurance

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Intellectual Property Counsel

Brand Manager

Commercial Director

Licensing Manager

Legal Counsel

Corporate Counsel

Business Development Manager

Compliance Officer

Contract Manager

Quality Assurance Manager

Chief Financial Officer

Marketing 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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