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Trademark License Agreement
1. Parties: Identification of the licensor and licensee with full legal names and addresses
2. Background: Context of the agreement, including details of trademark ownership and registration
3. Definitions: Definitions of key terms used throughout the agreement
4. Grant of License: Scope of the license, including territory, exclusivity/non-exclusivity, and permitted uses
5. Quality Control: Standards for trademark usage and licensor's right to inspect and approve use
6. Licensee Obligations: Specific duties of the licensee regarding trademark use and protection
7. Payment Terms: License fees, royalties, payment schedule, and reporting requirements
8. Term and Termination: Duration of the agreement and circumstances for termination
9. Protection of the Trademark: Obligations regarding trademark protection and infringement actions
10. Representations and Warranties: Parties' assurances regarding trademark ownership and authority to enter agreement
11. Confidentiality: Protection of confidential information exchanged during the agreement
12. General Provisions: Standard clauses including governing law, notices, and amendment procedures
1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses
2. Marketing and Promotion: Include when specific marketing requirements or restrictions apply
3. Manufacturing Standards: Include for licenses involving product manufacturing
4. E-commerce Provisions: Include for online use of the trademark
5. Export Control: Include when licensed products may be subject to export regulations
6. Corporate Social Responsibility: Include when specific CSR requirements are important to brand value
7. Data Protection: Include when personal data processing is involved in trademark usage
1. Schedule 1 - Licensed Trademarks: Detailed list of licensed trademarks including registration numbers and classes
2. Schedule 2 - Licensed Products/Services: Specific products or services covered by the license
3. Schedule 3 - Territory: Detailed description of geographic territories where license applies
4. Schedule 4 - Quality Control Guidelines: Specific requirements for maintaining trademark quality standards
5. Schedule 5 - Royalty Calculations: Detailed methodology for calculating royalties
6. Appendix A - Brand Guidelines: Visual and usage guidelines for the trademark
7. Appendix B - Approval Procedures: Procedures for obtaining licensor approval for trademark use
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