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Intercompany Trademark License Agreement
"Need to draft an Intercompany Trademark License Agreement for our Qatar parent company to license our retail brand trademarks to our new subsidiary in Saudi Arabia, planned to commence from March 2025."
1. Parties: Identification of the Licensor and Licensee companies, including registration details and addresses
2. Background: Context of the agreement, relationship between the parties, and ownership of the trademarks
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Scope of the license granted, including territory, exclusivity, and permitted use
5. Licensed Marks: Specific identification and description of the trademarks being licensed
6. Term and Termination: Duration of the agreement and circumstances for termination
7. Quality Control: Standards for use of the marks and Licensor's quality control rights
8. Payment Terms: License fees, payment schedule, and calculation methods
9. Maintenance and Protection: Obligations regarding trademark maintenance and protection against infringement
10. Representations and Warranties: Standard warranties regarding ownership and right to license the marks
11. Infringement: Procedures for dealing with third-party infringement and unauthorized use
12. Confidentiality: Protection of confidential information exchanged under the agreement
13. General Provisions: Standard boilerplate clauses including governing law, notices, and amendment procedures
1. Sub-licensing Rights: Include when Licensee needs right to sub-license to subsidiaries or affiliates
2. Group Company Provisions: Special provisions for group company relationships and internal governance
3. Technology Transfer: Include when technical knowledge or know-how is transferred along with trademark rights
4. Export Control: Include when licensed products may be subject to export restrictions
5. Local Registration: Include when license needs to be registered with local authorities
6. Marketing and Promotion: Include detailed marketing requirements and brand guidelines
7. Audit Rights: Include detailed audit provisions for complex royalty calculations
8. Force Majeure: Include specific force majeure provisions for high-risk territories
1. Schedule 1 - Licensed Marks: Detailed list of all licensed trademarks, including registration numbers and status
2. Schedule 2 - Territory: Detailed description of licensed territory and any restrictions
3. Schedule 3 - Quality Standards: Detailed quality control requirements and specifications
4. Schedule 4 - License Fees: Detailed breakdown of license fees and calculation methods
5. Schedule 5 - Brand Guidelines: Specific requirements for trademark usage and brand standards
6. Appendix A - Trademark Specimens: Visual representations of licensed marks
7. Appendix B - Approval Procedures: Procedures for obtaining Licensor approval for trademark use
8. Appendix C - Related Agreements: List of related intercompany agreements affecting the license
Authors
Agreement
Approved Products
Brand Guidelines
Business Day
Commencement Date
Confidential Information
Control
Effective Date
Force Majeure Event
Group
Group Company
Improvement
Initial Term
Intellectual Property Rights
License
Licensed Marks
Licensed Products
Licensed Territory
Licensee
Licensor
Net Sales
Notice
Parent Company
Party/Parties
Quality Standards
Quarter
Renewal Term
Royalties
Subsidiary
Term
Trademark Registration
Trade Dress
Use
Working Day
Grant of License
Territory
Exclusivity
Term and Duration
Royalty Payments
Quality Control
Usage Requirements
Trademark Protection
Trademark Registration
Sub-licensing
Confidentiality
Representations and Warranties
Indemnification
Infringement
Termination
Force Majeure
Assignment
Governing Law
Dispute Resolution
Notices
Amendment
Entire Agreement
Severability
Waiver
Further Assurance
Relationship of Parties
Group Company Provisions
Compliance with Laws
Record Keeping
Audit Rights
Brand Guidelines Compliance
Marketing and Promotion
Competition Law Compliance
Export Control
Consumer Goods
Retail
Technology
Pharmaceuticals
Financial Services
Manufacturing
Food and Beverage
Luxury Goods
Fashion
Automotive
Telecommunications
Professional Services
Healthcare
Media and Entertainment
Legal
Intellectual Property
Corporate Affairs
Brand Management
Compliance
Finance
Commercial
Marketing
Business Development
Risk Management
General Counsel
IP Counsel
Legal Director
Brand Protection Manager
Trademark Attorney
Commercial Director
Chief Legal Officer
Head of Legal
Corporate Counsel
Licensing Manager
IP Manager
Chief Executive Officer
Chief Financial Officer
Brand Manager
Compliance Officer
Company Secretary
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