Service Mark License Agreement

Quality Control – A detailed quality control clause is crucial for a trademark license. Control by the licensor is necessary because the trademark represents the reputation and goodwill of the owner. Consumers rely on the reputation of a brand owner for the quality of goods or services when making purchasing decisions. It is typical for the licensee to recite that “all goodwill benefits the licensor”. Insurance – This provision requires the licensee to take out insurance to protect the licensor from any liability in the event of a claim against the licensee and possibly to cover a failure by the licensee to comply with its obligations under the license agreement. If you`re a patent owner who`s ready to create a patent license agreement, here`s what you need to know before you start – both about the different types of patent licensing agreements and how to create them. Arbitration – If a dispute arises under the license agreement, it is common to provide that the dispute is resolved by arbitration, as this is a cost-effective method. The clause specifies whether the arbitration is binding on the parties and what type of recourse will be obtained by the arbitration. Definitions – There is often a definition section (key terms are defined in the agreement). Litigation – This clause sets out the rights of the parties to enforce the trademark. Termination and Right of Recourse – This provision is included in a license to encourage the parties to work together to resolve minor disputes arising out of the Agreement. In the event of a breach, the defaulting party has the opportunity to remedy the defect within a certain period of time. If the defaulting party continues to violate the Agreement, the non-infringing party has the right to terminate the Agreement.

Parties and Intellectual Property – Identify the parties to the Agreement and the intellectual property (the Trademarks) that is licensed (these matters may be described in the Grant Clause). Trademark licensing agreements vary a bit in length and complexity. Although many licenses contain a similar structure, each license contains different details and clauses depending on the goods or services to be licensed. While it is more common to license trademarks rather than service marks, license agreements may include products or services. In addition, licensing agreements often include state-registered trademarks, but unregistered trademarks can also be licensed. With regard to registration, some countries maintain a legal obligation that licensing agreements must be registered. The United States does not require a trademark license to be registered with the United States Patent & Trademark Office. These are some of the most common provisions included in a trademark license agreement, if you need advice on more detailed matters, please contact our office for a courtesy consultation with one of our trademark advisors. Choice of Law and Forum – Choice of law provisions are preferable because they provide some certainty in terms of the application of the license agreement. In addition, courts often apply jurisdiction clauses as long as the forum has a reasonable and logical relationship with the parties and the license. (B) Only – Rights are granted to only one licensee, but not to the exclusion of the licensor.

Some provisions are found in most trademark licenses. The following should be addressed in a license agreement: By using this website, you consent to security monitoring and auditing. For security reasons and to ensure that the public service remains accessible to users, this government computer system uses network traffic monitoring programs to identify unauthorized attempts to upload or modify information, or otherwise cause damage, including attempts to deny service to users. Compensation – A common form of compensation is a royalty payment based on the percentage of net sales. Licensor may even want to review Licensee`s operations to ensure that Licensor is adequately compensated. This can be set out in a registration and audit clause. Licensor may also request some form of assurance that Licensee will use the Licensed Marks to the best of its ability. This may take the form of a “best effort” clause or there may be a minimum licensing provision. .