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Royalty Agreement For Use Of Trademark
"I need a Royalty Agreement For Use Of Trademark for licensing our fashion brand to a distributor in Austria, with exclusive rights for luxury apparel and a minimum annual royalty guarantee of €500,000, starting March 2025."
1. Parties: Identification of the trademark owner (licensor) and the party receiving rights to use the trademark (licensee)
2. Background: Context of the agreement, including details about the trademark and its registration
3. Definitions: Key terms used throughout the agreement, including 'Licensed Trademark', 'Territory', 'Licensed Products', 'Net Sales', etc.
4. Grant of Rights: Scope of the trademark license, including territory, exclusivity/non-exclusivity, and permitted uses
5. Royalty Payments: Details of royalty rates, calculation methods, payment schedule, and reporting requirements
6. Quality Control: Standards for trademark usage and licensor's right to inspect and approve products/services
7. Protection of the Trademark: Obligations regarding trademark protection, infringement reporting, and enforcement
8. Term and Termination: Duration of the agreement and circumstances for termination
9. Representations and Warranties: Parties' assertions regarding trademark ownership, authority to contract, and other key matters
10. Confidentiality: Protection of confidential information exchanged during the agreement
11. Governing Law and Jurisdiction: Specification of Austrian law as governing law and jurisdiction for disputes
1. Minimum Royalty Guarantees: Used when the licensor requires minimum guaranteed royalty payments regardless of actual sales
2. Sublicensing Rights: Include when licensee is permitted to sublicense the trademark to third parties
3. Marketing and Promotion: Include when specific marketing obligations or restrictions need to be imposed on the licensee
4. Export Restrictions: Used when there are specific territorial restrictions or export controls
5. Change of Control: Include when agreement needs to address consequences of ownership changes in either party
6. Non-Competition: Used when parties agree to restrict competitive activities
7. Force Majeure: Include when parties want to address extraordinary circumstances affecting performance
1. Schedule 1 - Licensed Trademark: Detailed description and visual representation of the trademark, including registration numbers
2. Schedule 2 - Licensed Products/Services: Comprehensive list of products or services covered by the license
3. Schedule 3 - Territory: Detailed definition of geographical areas where the license applies
4. Schedule 4 - Royalty Rates: Detailed breakdown of royalty rates, including any variable rates or special conditions
5. Schedule 5 - Quality Control Standards: Specific requirements for maintaining trademark quality and brand standards
6. Schedule 6 - Approved Forms of Trademark Use: Examples and guidelines for acceptable trademark usage
7. Appendix A - Reporting Template: Standard format for sales reports and royalty calculations
Authors
Licensed Trademark
Licensed Products
Licensed Services
Territory
Term
Effective Date
Commencement Date
Net Sales
Gross Sales
Royalty Rate
Royalty Period
Reporting Period
Quality Standards
Intellectual Property Rights
Confidential Information
Affiliate
Associated Company
Permitted Use
Accounting Period
Brand Guidelines
Force Majeure Event
Minimum Guaranteed Royalty
Payment Date
Working Day
Business Day
Quarter
Year
Initial Term
Renewal Term
Marketing Materials
Net Profits
Trademark Register
Trademark Office
EU Trademark
Austrian Trademark
Licensed Territory
Exclusive Territory
Approved Distribution Channels
Authorized Users
Change of Control
Competing Business
Material Breach
Quarterly Report
Royalty Statement
Grant of Rights
Exclusivity
Territory
Term and Duration
Royalty Payments
Payment Terms
Reporting Obligations
Audit Rights
Quality Control
Trademark Usage
Brand Guidelines Compliance
Trademark Protection
Infringement
Representations and Warranties
Confidentiality
Non-Competition
Assignment and Sub-licensing
Termination
Force Majeure
Governing Law
Dispute Resolution
Notices
Entire Agreement
Severability
Amendment
Waiver
Third Party Rights
Further Assurance
Counterparts
Change of Control
Minimum Performance Requirements
Marketing and Promotion
Record Keeping
Tax
Export Control
Data Protection
Insurance
Indemnification
Product Liability
Regulatory Compliance
Retail
Consumer Goods
Fashion and Apparel
Food and Beverage
Entertainment
Sports and Recreation
Technology
Manufacturing
Hospitality
Merchandising
Franchising
Luxury Goods
Legal
Intellectual Property
Finance
Brand Management
Commercial
Compliance
Business Development
Tax
Treasury
Brand Protection
Legal Counsel
Intellectual Property Attorney
Brand Manager
Licensing Director
Commercial Director
Chief Financial Officer
Trademark Attorney
Compliance Officer
Business Development Manager
Contract Manager
Finance Director
Tax Manager
Brand Protection Manager
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