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
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
10. Limitation of Liability
13. Term and Termination
14. Post Termination
15. Non-Assignment of Agreement
17. Force Majeure
18. No Waiver
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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