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Brand Licence Agreement
"I need a Brand Licence Agreement for allowing a UK sportswear manufacturer to use our football club's logo and branding on their merchandise for an initial 3-year term starting January 2025, with quality control provisions and a 10% royalty on net sales."
1. Parties: Identification of licensor and licensee with full legal details
2. Background: Context of the agreement, ownership of brand rights, and purpose of licence
3. Definitions: Key terms used throughout the agreement including Licensed Marks, Territory, Term
4. Grant of Licence: Scope and nature of licence (exclusive/non-exclusive), permitted uses, territory
5. Quality Control: Standards, approval processes, and inspection rights
6. Payment Terms: Royalties, payment schedules, reporting requirements
7. Protection of IP Rights: Maintenance of registrations, infringement procedures
8. Term and Termination: Duration, renewal options, termination rights
9. Boilerplate Clauses: Standard legal provisions including governing law, notices, assignment
1. Sub-licensing Rights: Terms for sub-licensing when licensee needs to appoint sub-licensees. Include when sub-licensing is permitted.
2. Minimum Performance Requirements: Sales targets and minimum royalties. Include for performance-based licences.
3. Marketing Obligations: Marketing commitments and approval processes. Include when specific marketing requirements exist.
4. Distribution Requirements: Channel restrictions and territory-specific requirements. Include for retail/distribution focused licences.
1. Schedule 1 - Licensed Marks: Details and images of all licensed trademarks and brand assets
2. Schedule 2 - Licensed Products/Services: Specific products or services covered by the licence
3. Schedule 3 - Quality Standards: Detailed quality requirements and specifications
4. Schedule 4 - Royalty Calculations: Detailed royalty rates and calculation methods
5. Schedule 5 - Brand Guidelines: Technical specifications for brand usage
6. Schedule 6 - Approval Procedures: Detailed processes for obtaining licensor approvals
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