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Intercompany Trademark License Agreement for Germany

Intercompany Trademark License Agreement Template for Germany

A comprehensive legal agreement governed by German law that establishes the terms and conditions under which one company within a corporate group grants another related company the right to use specific trademarks. The agreement addresses quality control requirements, usage parameters, and financial arrangements in compliance with German trademark law, corporate law, and transfer pricing regulations. It includes provisions for trademark protection, maintenance, and enforcement while ensuring compliance with German and EU competition laws. The document is structured to meet both German legal requirements and international best practices for intercompany intellectual property licensing.

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Intercompany Trademark License Agreement

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What is a Intercompany Trademark License Agreement?

The Intercompany Trademark License Agreement is essential for multinational corporations and company groups operating in Germany who need to establish clear legal frameworks for trademark usage within their corporate structure. This document is typically used when a parent company or trademark-holding entity needs to grant formal permission to subsidiaries or affiliates to use corporate trademarks in their business operations. The agreement must comply with German trademark law (Markengesetz), corporate law, and tax regulations, particularly regarding transfer pricing. It includes detailed provisions for quality control, usage guidelines, and financial arrangements between related entities. The document is crucial for protecting trademark rights while enabling efficient brand usage across the corporate group, and it serves as important documentation for tax authorities and corporate governance purposes.

What sections should be included in a Intercompany Trademark License Agreement?

1. Parties: Identification of the licensor and licensee entities, including full legal names, registration details, and addresses

2. Background: Context of the agreement, relationship between the parties, and trademark ownership status

3. Definitions: Defined terms including Licensed Marks, Territory, Field of Use, Licensed Products/Services, Effective Date, etc.

4. Grant of License: Scope of the license, including type (exclusive/non-exclusive), territory, and field of use restrictions

5. Quality Control: Standards for use of the Licensed Marks and licensor's right to monitor and control quality

6. Usage Guidelines: Specific requirements for trademark usage, including format, placement, and marking requirements

7. Term and Termination: Duration of the agreement and circumstances under which it may be terminated

8. Royalties and Payment Terms: Financial terms including royalty rates, calculation methods, and payment procedures

9. Maintenance and Protection: Obligations regarding trademark maintenance, protection, and enforcement

10. Representations and Warranties: Basic warranties regarding trademark ownership, right to license, and non-infringement

11. Record Keeping and Audit Rights: Requirements for maintaining records and allowing audits

12. Confidentiality: Protection of confidential information exchanged under the agreement

13. General Provisions: Standard clauses including governing law, jurisdiction, amendment process, and notices

What sections are optional to include in a Intercompany Trademark License Agreement?

1. Sublicensing Rights: Include when licensee may need to grant sublicenses to affiliates or third parties

2. Anti-Competition Provisions: Include specific provisions when licensing arrangement might raise competition law concerns

3. Tax Provisions: Detailed tax provisions when cross-border licensing requires specific tax treatment

4. Corporate Group Changes: Include when anticipating potential corporate restructuring or M&A activities

5. Marketing and Promotion: Include when agreement covers specific marketing requirements or restrictions

6. Technology Transfer: Include when trademark license is part of broader technology transfer arrangement

7. Local Registration: Include when local trademark registration or recordal of license is required

8. Export Control: Include for cross-border arrangements subject to export control regulations

What schedules should be included in a Intercompany Trademark License Agreement?

1. Schedule 1 - Licensed Marks: Detailed list of licensed trademarks, including registration numbers and status

2. Schedule 2 - Territory: Detailed description of geographic territories covered by the license

3. Schedule 3 - Licensed Products/Services: Comprehensive list of products/services covered by the license

4. Schedule 4 - Quality Standards: Detailed quality control requirements and specifications

5. Schedule 5 - Style Guide: Detailed guidelines for trademark usage and brand standards

6. Schedule 6 - Royalty Calculation: Detailed methodology for calculating royalties and transfer pricing support

7. Appendix A - Form of Quality Control Report: Template for regular quality control reporting

8. Appendix B - Contact Details: List of key contacts for various aspects of agreement administration

Authors

Alex Denne

Head of Growth (Open Source Law) @ Ƶ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Germany

Publisher

Ƶ

Cost

Free to use
Relevant legal definitions















































Clauses







































Relevant Industries

Manufacturing

Consumer Goods

Technology

Pharmaceuticals

Retail

Automotive

Fashion and Luxury

Food and Beverage

Electronics

Software

Financial Services

Healthcare

Industrial Products

Media and Entertainment

Relevant Teams

Legal

Intellectual Property

Finance

Tax

Marketing

Brand Management

Compliance

Corporate Governance

Treasury

Commercial Operations

Relevant Roles

General Counsel

Head of Legal

Intellectual Property Counsel

Brand Protection Manager

Corporate Lawyer

Trademark Attorney

Legal Director

Chief Legal Officer

Licensing Manager

Tax Director

Transfer Pricing Manager

Chief Financial Officer

Brand Manager

Commercial Director

Corporate Secretary

Compliance Officer

Marketing Director

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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