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1. Parties: Identification of the trademark owner (licensor) and the party being granted use rights (licensee)
2. Background: Context of the agreement, including trademark ownership details and purpose of the arrangement
3. Definitions: Key terms used throughout the agreement, including 'Licensed Marks', 'Territory', 'Licensed Products', etc.
4. Grant of License: Scope of trademark usage rights, including territory, exclusivity/non-exclusivity, and permitted uses
5. License Fee and Payment Terms: Financial terms including royalties, payment schedule, and reporting requirements
6. Quality Control: Standards for trademark usage, approval processes, and quality maintenance requirements
7. Protection of the Licensed Marks: Obligations regarding trademark protection, infringement reporting, and enforcement
8. Representations and Warranties: Parties' assertions regarding trademark ownership, right to license, and other material facts
9. Term and Termination: Duration of the agreement, renewal provisions, 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 agreement
12. General Provisions: Standard clauses including governing law, notices, assignment, and amendment procedures
1. Sub-licensing Rights: Include when licensee is permitted to grant sub-licenses to third parties
2. Joint Promotion: Include when parties will collaborate on marketing or promotional activities
3. Territory Extension Options: Include when providing for potential future expansion of licensed territory
4. Non-Competition: Include when restricting licensee's ability to deal with competing brands
5. Export Restrictions: Include when limiting export of licensed products outside the territory
6. Social Media Usage: Include when specifically addressing trademark usage on social media platforms
7. Crisis Management: Include when detailing procedures for handling trademark-related controversies or crises
1. Schedule 1 - Licensed Marks: Detailed list and images of all trademarks covered by the agreement, including registration numbers
2. Schedule 2 - Licensed Products/Services: Comprehensive list of products or services for which trademark use is permitted
3. Schedule 3 - Brand Guidelines: Detailed specifications for trademark usage, including size, colors, positioning, etc.
4. Schedule 4 - Quality Control Procedures: Specific procedures for quality control, including approval processes and timelines
5. Schedule 5 - Fee Structure: Detailed breakdown of all fees, royalties, and payment calculations
6. Schedule 6 - Approved Sub-licensees: List of pre-approved sub-licensees (if applicable)
7. Schedule 7 - Territory Definition: Detailed description or map of licensed territory, including any excluded areas
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