These are some of the most common provisions contained in a trademark licensing agreement, if you need a lawyer for more detailed questions, please contact our office for a courtesy consultation with one of our brand lawyers. You`ll find some provisions in most brand licenses. The following issues must be addressed in a licensing agreement: goods or services, duration and territory – Identify the type of products or services that the licensee will offer under the brand, the duration of the contract and the geographical area in which the marks are granted. In addition to identifying goods or services, licensed uses are often indicated. The agreement may indicate, for example. B, that the following uses are permitted: manufacturing, sale, promotion, distribution and/or advertising. In addition, the licensee may restrict or authorize the following distribution channels, stationary trade, Internet sales, wholesale or retail trade or sales, limited to certain stores or consumer categories. Parties – Intellectual Property – Identify the parties to the agreement and the intellectual property (brands) that are granted (these issues can be delineated in the subsidy clause). Arbitration – If a dispute were to arise as part of the licensing agreement, it is common practice to ensure that the dispute is resolved through arbitration proceedings, as it is a low-cost method. The clause will indicate whether the arbitration will be binding on the parties and what type of discharge will be obtained by the arbitration.
Definitions – There is often a definition section (keywords are defined in the agreement). Quality control – A detailed quality control clause is essential for a brand license. The control by the licensee is necessary, because the mark represents the reputation and goodwill of the owner. Consumers rely on a brand owner`s reputation for the quality of goods or services when making purchasing decisions. It is typical for the licensee to recite that “any goodwill for the benefit of the licensee inures”. Insurance – This provision requires the policyholder to receive insurance in order to protect the donor from liability in the event of claims against the taker and to possibly cover the inability of the taker to fulfil his obligations under the license agreement.