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Trademark Usage Agreement
"I need a Trademark Usage Agreement for licensing my food supplement brand to a distributor in Ireland, with exclusive rights for 3 years starting January 2025, including strict quality control provisions and quarterly royalty payments based on net sales."
1. Parties: Identification of the trademark owner (Licensor) and the party being granted usage rights (Licensee)
2. Background: Context of the agreement, including details of trademark ownership and registration, and the purpose of the license
3. Definitions: Defined terms used throughout the agreement, including 'Licensed Marks', 'Territory', 'Term', and 'Licensed Products/Services'
4. Grant of License: Scope of trademark usage rights being granted, including territory, exclusivity/non-exclusivity, and permitted uses
5. Term and Termination: Duration of the agreement and circumstances under which it can be terminated
6. Quality Control: Standards and requirements for maintaining trademark quality, including approval processes for usage
7. Usage Guidelines: Specific rules and requirements for how the trademark must be used, displayed, and reproduced
8. Fees and Royalties: Financial terms including licensing fees, royalty calculations, and payment terms
9. Representations and Warranties: Statements of fact and guarantees by both parties regarding trademark ownership and usage rights
10. Protection and Enforcement: Responsibilities regarding trademark protection and handling of infringement by third parties
11. Confidentiality: Obligations regarding confidential information shared during the agreement
12. General Provisions: Standard legal clauses including governing law, notices, and assignment rights
1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses to third parties
2. Marketing and Promotion: Include when specific marketing requirements or restrictions need to be detailed
3. E-commerce Usage: Include when trademark will be used in online commerce or digital platforms
4. Co-branding Provisions: Include when trademark will be used alongside other brands
5. Territory-Specific Requirements: Include when usage spans multiple jurisdictions with specific requirements
6. Change of Control: Include when agreement needs to address consequences of ownership changes
7. Minimum Performance Requirements: Include when license is contingent on achieving certain sales or performance targets
1. Schedule 1 - Licensed Trademarks: Detailed list of all trademarks covered by the agreement, including registration numbers and classes
2. Schedule 2 - Brand Guidelines: Comprehensive brand usage guidelines, including color specifications, positioning, and size requirements
3. Schedule 3 - Quality Control Standards: Detailed quality control procedures and standards for trademark usage
4. Schedule 4 - Approved Products/Services: List of specific products or services for which trademark usage is permitted
5. Schedule 5 - Territory Definition: Detailed description of geographic territories where usage is permitted
6. Schedule 6 - Fee Schedule: Detailed breakdown of all fees, royalty rates, and payment terms
7. Appendix A - Approval Process: Step-by-step process for obtaining approval for new trademark uses
8. Appendix B - Reporting Templates: Standard templates for required periodic reports on trademark usage and royalty calculations
Authors
Retail
Manufacturing
Technology
Fashion and Luxury Goods
Food and Beverage
Entertainment
Sports
Consumer Goods
Franchising
E-commerce
Media and Publishing
Pharmaceutical
Automotive
Legal
Intellectual Property
Brand Management
Commercial
Licensing
Marketing
Business Development
Compliance
International Trade
Corporate Affairs
Legal Counsel
Intellectual Property Manager
Brand Manager
Commercial Director
Licensing Manager
Chief Legal Officer
Business Development Manager
Trademark Attorney
Contract Manager
Chief Marketing Officer
Compliance Officer
General Counsel
IP Portfolio Manager
Franchise Manager
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