Practical Law Trademark License Agreement

A Practical Guide to Understanding a Trademark License Agreement

A trademark license agreement is a legal contract that permits the use of a trademark by another party in exchange for compensation. The licensee pays the licensor for the right to use the trademark for a specific purpose. The agreement outlines the terms and conditions for use of the trademark, including the geographic scope, duration, and specific use limitations.

If you are considering entering into a trademark license agreement, it is important to understand the key provisions and terms of the agreement. This practical guide will help you understand the essential components of a trademark license agreement.

1. Purpose and Scope of the License

The purpose and scope of the license define the permitted use of the trademark. The agreement should clearly state the licensed product or service, the geographic area for use, and any limitations on use.

2. Term and Termination

The term of the agreement is the period during which the licensee has the right to use the trademark. The agreement should outline the start and end dates of the license and any renewal or termination provisions.

3. Royalties and Payment

The compensation paid by the licensee to the licensor for the use of the trademark is typically called a royalty. The agreement should specify the payment terms, including the royalty percentage, payment frequency, and any minimum or maximum royalty commitments.

4. Quality Control

The licensor should maintain control over the quality of goods or services provided under the trademark. The agreement should set forth the licensor`s quality control requirements and the licensee`s obligations to meet those requirements.

5. Intellectual Property Rights

The licensor retains ownership of the trademark and all associated intellectual property rights. The agreement should specify the licensee`s use rights and any restrictions on those rights.

6. Indemnity and Liability

The agreement should include provisions that protect both parties from potential liabilities and damages. It should specify the indemnity obligations of each party and any limitations on liability.

7. Confidentiality and Non-Disclosure

The agreement should protect the confidentiality of any confidential information shared between the parties. It should specify the confidentiality obligations of each party and any exceptions to those obligations.

8. Miscellaneous Provisions

The agreement may include other miscellaneous provisions, such as dispute resolution, governing law, and notice requirements.

In conclusion, a trademark license agreement is an important legal document that establishes the terms and conditions for the use of a trademark. It is essential to carefully review and understand the agreement`s key provisions before entering into the agreement. By doing so, you can ensure that the agreement protects your interests and meets your business needs.