Trade Mark Licence Template

Trade Mark Licence (Short Form)


This Trade Mark Licence is designed for use in situations whereby one party owns the rights to (and the intellectual property subsisting in) a trade mark (or multiple trade marks) and another party (the licensee) wishes to use that/those trade mark(s). The terms of this licence set out in detail the terms and conditions governing the licensee’s use of the trade mark(s).

The terms of this template are sufficiently flexible to allow for the licensing of either a single trade mark or multiple trade marks. Furthermore, although many terms pertain to registered trade marks, the document is still suited to use with the licensing of unregistered trade marks. In certain situations, users may desire to apply the contract to a combination of the two.

In return for its use of the trade mark(s), the licensee is required to pay a royalty. An option is included in the contract which provides for the payment of an advance.

Detailed clauses address the permissions and restrictions governing the licensee’s use of the trade mark(s). Limitations are based around two key elements, namely territory and the purposes for which the licensee may use the trade mark(s). The “stated purposes” for which the licensee may use the trade mark(s) may be the sale of goods, the provision of services or both. The terms of this trade mark licence are sufficiently broad to allow for either or any combination provided they are suitably defined.

Both the limitations and stated purposes are left open for the users of this document to define. Precise definitions which leave no ambiguity are strongly recommended. Once the contract has commenced, any variation to such details requires written consent, thus further securing the trade mark owner’s interests.

An alternative long form Trade Mark Licence is also available. The “long form” licence is tailored to use with the sale of goods and relates specifically to products rather than services. Greater detail is given to a number of aspects of the licence and allows for a greater degree of control by the licensee. This short form licence agreement is recommended for most transactions, however certain users requiring a high level of complexity with respect to the application of their trade mark(s) to products may wish to consider the long form document.

The terms and conditions of this licence are substantially the same as those contained in the Trade Mark Royalty Agreement which is also available from Simply-docs. Users of either of these documents will not need to download the other.

Optional phrases / clauses are enclosed in square brackets. These should be read carefully and selected so as to be compatible with one another. Unused options should be removed from the document.

This Trade Mark Licence contains the following clauses:

1. Definitions and Interpretation
2.Grant of Rights
3. Scope of Licence
4. Licensor’s Rights and Obligations
5. Licensee’s Rights and Obligations
6. Payment, Royalties and Records
7. Licensor’s Warranties
8. Licensee’s Warranties
9. Indemnity
10. Limitation of Liability
11. Proceedings
12. Confidentiality
13. Term and Termination
14. Post Termination
15. Non-Assignment of Agreement
16. Notices
17. Force Majeure
18. No Waiver
19. Severance
20. Law and Jurisdiction

And the following schedules:

1. The Trade Mark(s)
2. The Stated Purposes

This document is in open format. Either enter the requisite details in the highlighted fields or adjust the wording to suit your purposes.

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