A Trademark License Agreement is essential when a trademark owner wishes to permit another party to use their trademark(s) in the UAE market. This document is particularly crucial given the UAE's strict trademark protection regime under Federal Law No. 36 of 2021 and related regulations. The agreement must comply with local laws while protecting the licensor's intellectual property rights and maintaining quality control over the licensed marks. It typically includes detailed provisions about territory, payment terms, quality standards, and termination rights. The document becomes especially important in the UAE context where trademark licensing must be recorded with the Ministry of Economy to be effective against third parties. This agreement type is commonly used in franchising, manufacturing, merchandising, and brand expansion scenarios.
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1. Parties: Identification of the Licensor and Licensee with full legal names and addresses
2. Background: Recitals establishing trademark ownership, registration details, and context of the license
3. Definitions: Definitions of key terms including the Licensed Marks, Territory, and Licensed Products/Services
4. Grant of License: Scope of the license, including type (exclusive/non-exclusive), territory, and field of use
5. License Fees and Payment Terms: Details of royalties, payment schedule, reporting requirements, and audit rights
6. Quality Control: Standards for use of the trademark, approval processes, and quality maintenance requirements
7. Protection of the Licensed Marks: Obligations regarding trademark protection, infringement handling, and maintenance
8. Representations and Warranties: Warranties regarding trademark ownership, right to license, and non-infringement
9. Term and Termination: Duration of the agreement and grounds for termination
10. Post-Termination Obligations: Requirements after agreement ends, including cessation of use and return of materials
11. Confidentiality: Protection of confidential information exchanged during the license relationship
12. Governing Law and Dispute Resolution: UAE law as governing law and dispute resolution mechanisms
1. Sub-licensing Rights: Include when the licensee is permitted to grant sub-licenses
2. Manufacturing Standards: Include for licenses involving manufactured products bearing the trademark
3. Marketing and Promotion: Include when specific marketing requirements or restrictions apply
4. Registration Rights: Include when licensee has rights to register the trademark in certain territories
5. First Right of Refusal: Include when licensee has priority rights for additional territories or products
6. Corporate Social Responsibility: Include when specific ethical or social responsibility standards are required
7. Insurance: Include when specific insurance coverage is required for the licensed activities
1. Licensed Marks: Details and representations of all licensed trademarks, including registration numbers
2. Licensed Products/Services: Comprehensive list of products/services covered by the license
3. Territory: Detailed description of geographic territories where license is valid
4. Quality Control Standards: Specific quality standards and specifications for licensed products/services
5. Brand Guidelines: Technical specifications for trademark usage and brand implementation
6. Royalty Calculations: Detailed methodology for calculating royalties and reporting requirements
7. Approved Sub-contractors: List of approved manufacturers or service providers, if applicable
Relevant legal definitions
Clauses
Relevant Industries
Retail
Manufacturing
Consumer Goods
Fashion and Luxury
Food and Beverage
Technology
Pharmaceuticals
Automotive
Entertainment
Sports
Hospitality
Education
Professional Services
Media and Publishing
Relevant Teams
Legal
Intellectual Property
Brand Management
Commercial Operations
Business Development
Compliance
Marketing
Finance
International Operations
Product Development
Relevant Roles
Legal Counsel
Intellectual Property Manager
Brand Manager
Commercial Director
Licensing Director
Business Development Manager
Chief Legal Officer
Compliance Officer
Contract Manager
Trademark Attorney
General Counsel
IP Portfolio Manager
Franchise Manager
Commercial Operations Manager
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