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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."
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
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
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
Agreement
Approved Products
Business Day
Commencement Date
Confidential Information
Effective Date
Force Majeure Event
Gross Sales
Initial Term
Licensed Products
Licensed Territory
Licensed Trademark(s)
Licensee
Licensor
Net Sales
Notice
Quality Standards
Renewal Term
Royalties
Royalty Period
Subsidiary
Term
Trademark Usage Guidelines
Working Days
Year
Marketing Materials
Intellectual Property Rights
Registration
Trademark Office
Quality Control Procedures
Minimum Performance Requirements
Permitted Use
Sub-licensee
Territory
Trade Dress
Goodwill
Grant of License
Territory
Exclusivity
Term and Renewal
Royalties
Payment Terms
Quality Control
Trademark Usage
Registration
Sub-licensing
Confidentiality
Representations and Warranties
Indemnification
Insurance
Intellectual Property Protection
Infringement
Record Keeping
Audit Rights
Marketing and Promotion
Assignment
Force Majeure
Termination
Post-Termination Obligations
Dispute Resolution
Governing Law
Notices
Amendment
Entire Agreement
Severability
Waiver
Further Assurance
Counterparts
Consumer Goods
Retail
Manufacturing
Fashion and Apparel
Food and Beverage
Technology
Pharmaceuticals
Franchising
Entertainment
Media and Publishing
Professional Services
Automotive
Legal
Intellectual Property
Commercial
Business Development
Compliance
Finance
Marketing
Brand Management
Quality Assurance
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
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