Trade Mark Licence Agreement Template for New Zealand

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Key Requirements PROMPT example:

Trade Mark Licence Agreement

"I need a Trade Mark Licence Agreement for licensing my food product brand to a manufacturer in New Zealand, with exclusive rights for 5 years starting January 2025, including strict quality control provisions and quarterly royalty payments based on net sales."

Document background
A Trade Mark Licence Agreement is essential when a trademark owner wishes to permit another party to use their registered trademark(s) while maintaining control over their intellectual property. This document, governed by New Zealand law, particularly the Trade Marks Act 2002, establishes the framework for commercial exploitation of trademark rights. It is commonly used in franchise arrangements, brand collaborations, merchandising deals, and international market expansion. The agreement typically includes detailed provisions on quality control, territorial restrictions, royalty payments, and trademark usage guidelines. It protects both the licensor's intellectual property rights and the licensee's commercial interests while ensuring compliance with New Zealand's regulatory requirements.
Suggested Sections

1. Parties: Identifies and provides full legal details of the licensor and licensee

2. Background: Sets out the context of the agreement, including details of the trademark ownership and the parties' intentions

3. Definitions: Defines key terms used throughout the agreement

4. Grant of Licence: Specifies the exact rights being granted, including territory, exclusivity, and permitted uses

5. Term and Termination: Defines the duration of the licence and circumstances for termination

6. Licence Fees and Payment: Details the financial terms, including royalties, payment schedules, and reporting requirements

7. Quality Control: Establishes standards for use of the trademark and quality control measures

8. Protection of the Trade Mark: Outlines measures for maintaining and protecting the trademark

9. Representations and Warranties: States the parties' assurances regarding their rights and capabilities

10. Infringement: Procedures for dealing with third-party infringement and enforcement rights

11. Confidentiality: Protects confidential information exchanged during the licence relationship

12. General Provisions: Standard contractual provisions including governing law, notices, and assignment

Optional Sections

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

2. Marketing and Promotion: Include when specific marketing requirements or restrictions need to be imposed

3. Territory-Specific Requirements: Include when the licence covers multiple jurisdictions with different requirements

4. Supply Chain Requirements: Include when the licensed products must be sourced from specific suppliers

5. Competition Law Compliance: Include when there are specific competition law considerations that need to be addressed

6. Change of Control: Include when the agreement needs to address consequences of ownership changes

7. Research and Development: Include when the licence involves ongoing product development

8. Insurance Requirements: Include when specific insurance coverage is required for the licensed activities

Suggested Schedules

1. Schedule 1 - Licensed Trade Marks: Detailed list of all licensed trademarks, including registration numbers and classes

2. Schedule 2 - Licensed Products/Services: Comprehensive description of products or services covered by the licence

3. Schedule 3 - Quality Standards: Detailed quality control specifications and requirements

4. Schedule 4 - Licence Fees and Royalties: Detailed breakdown of all financial terms and calculation methods

5. Schedule 5 - Approved Form of Trade Mark Use: Guidelines and examples of acceptable trademark usage

6. Schedule 6 - Territory: Detailed description of the geographical territory covered by the licence

7. Schedule 7 - Reporting Requirements: Templates and specifications for required reports

8. Appendix A - Style Guide: Visual guidelines for trademark usage and brand standards

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

Fashion and Luxury

Food and Beverage

Technology

Pharmaceuticals

Entertainment

Sports and Recreation

Franchising

Manufacturing

Media and Publishing

Software and Digital Products

Relevant Teams

Legal

Intellectual Property

Commercial

Brand Management

Business Development

Compliance

Marketing

Corporate Affairs

Licensing

Product Development

Relevant Roles

General Counsel

IP Lawyer

Commercial Lawyer

Brand Manager

Chief Executive Officer

Commercial Director

Intellectual Property Manager

Legal Counsel

Licensing Manager

Business Development Manager

Chief Legal Officer

Chief Commercial Officer

Trademark Attorney

Contract Manager

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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