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Logo Licensing Agreement Template for India

A comprehensive legal agreement governed by Indian law that establishes the terms and conditions under which a logo owner (licensor) grants permission to another party (licensee) to use their logo. The agreement covers essential aspects including usage rights, territorial restrictions, quality control measures, and compensation terms, while ensuring compliance with Indian intellectual property laws, particularly the Trade Marks Act, 1999 and related legislation. It provides detailed guidelines for logo usage, protection mechanisms for the brand owner, and clear obligations for both parties.

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What is a Logo Licensing Agreement?

The Logo Licensing Agreement is a crucial document used when a brand owner wants to permit another entity to use their logo while maintaining control over its representation and usage. This agreement type is particularly important in the Indian market, where brand protection needs to comply with the Trade Marks Act, 1999, and related intellectual property legislation. It typically includes detailed specifications about usage rights, quality control measures, territorial restrictions, and compensation terms. The agreement is essential for businesses engaging in brand partnerships, merchandising, franchising, or any situation where logo usage rights need to be formally granted while protecting the brand's integrity. It provides legal protection for both the licensor and licensee while ensuring clear guidelines for proper logo usage and brand representation.

What sections should be included in a Logo Licensing Agreement?

1. Parties: Identification of the licensor (logo owner) and licensee, including full legal names and addresses

2. Background: Context of the agreement, ownership confirmation of the logo, and purpose of the licensing arrangement

3. Definitions: Key terms used throughout the agreement, including 'Logo', 'Territory', 'Term', 'Licensed Products', etc.

4. Grant of License: Scope of the license granted, including whether exclusive or non-exclusive, and territorial restrictions

5. Term and Termination: Duration of the license, renewal provisions, and circumstances for termination

6. License Fees and Royalties: Payment terms, including initial fees, ongoing royalties, and payment schedules

7. Quality Control: Standards for logo usage, approval processes, and quality maintenance requirements

8. Usage Guidelines: Specific rules and restrictions for logo usage, including size, colors, positioning, and prohibited uses

9. Intellectual Property Rights: Confirmation of ownership, protection of rights, and handling of infringement

10. Representations and Warranties: Legal assurances from both parties regarding authority, ownership, and non-infringement

11. Confidentiality: Protection of confidential information exchanged during the agreement

12. Governing Law and Jurisdiction: Applicable law and courts for dispute resolution

13. General Provisions: Standard clauses including notices, assignment, amendment, and severability

What sections are optional to include in a Logo Licensing Agreement?

1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses to third parties

2. Marketing and Promotion: Include when specific marketing requirements or restrictions need to be detailed

3. Export Control: Include for international licensing arrangements with export restrictions

4. Insurance: Include when specific insurance requirements are needed for logo usage

5. Audit Rights: Include for agreements with royalty payments to allow verification of sales/usage

6. Digital Usage Terms: Include for logos primarily used in digital/online contexts

7. Territory-Specific Requirements: Include when license covers multiple jurisdictions with varying requirements

What schedules should be included in a Logo Licensing Agreement?

1. Schedule A - Logo Specifications: Detailed technical specifications of the logo, including dimensions, color codes, and variations

2. Schedule B - Licensed Products/Services: Comprehensive list of products or services for which the logo use is licensed

3. Schedule C - Usage Guidelines Manual: Detailed brand guidelines and specific instructions for logo usage

4. Schedule D - Quality Control Standards: Specific quality control requirements and approval procedures

5. Schedule E - Fee Structure: Detailed breakdown of licensing fees, royalty calculations, and payment terms

6. Appendix 1 - Trademark Registrations: List of trademark registrations and territories covered

7. Appendix 2 - Approval Request Form: Standard form for seeking approval for new uses of the logo

Authors

Alex Denne

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

Jurisdiction

India

Publisher

Genie AI

Document Type

Use Agreement

Cost

Free to use

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