A Simple Trademark Assignment Agreement is used when a trademark owner wishes to transfer complete ownership of their trademark rights to another party. This document, governed by English and Welsh law, is essential for businesses engaging in trademark sales, corporate restructuring, or brand acquisitions. The agreement covers the transfer of rights, warranties, and registration requirements under the Trade Marks Act 1994, ensuring a clear and legally compliant transfer of intellectual property rights. It should detail the specific marks being transferred, any associated goodwill, and the consideration being provided for the transfer.
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1. Parties: Details of the assignor and assignee
2. Background: Context of the assignment and description of the trademark(s)
3. Definitions: Key terms used in the agreement
4. Assignment: Core provision transferring ownership of the trademark(s)
5. Consideration: Payment or other value given for the assignment
6. Warranties: Basic warranties regarding ownership and right to assign
7. Governing Law: Specification of applicable law and jurisdiction
1. Further Assurance: Commitment to execute additional documents if needed - used for complex assignments or international rights
2. Goodwill: Transfer of associated goodwill - used when business goodwill is also being transferred
3. Confidentiality: Provisions regarding confidential information - used when sensitive information is involved
1. Schedule 1: Trademark Details: List of trademarks being assigned, including registration numbers
2. Schedule 2: Form TM16: UKIPO trademark assignment form required for UK registered marks
3. Schedule 3: Associated Rights: List of associated rights being transferred (when additional IP rights are included)
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