Trademark Sublicense Agreement Template for Philippines

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Key Requirements PROMPT example:

Trademark Sublicense Agreement

"I need a Trademark Sublicense Agreement for granting exclusive rights to manufacture and sell our branded sportswear products in the Philippines, with strict quality control provisions and a minimum sales requirement of 100,000 units annually starting March 2025."

Document background

A Trademark Sublicense Agreement is essential when a licensed trademark holder wishes to extend usage rights to third parties in the Philippines. This document type is commonly used in franchise arrangements, manufacturing partnerships, or distribution networks where the original licensee needs to authorize others to use the trademark. The agreement must comply with Philippine intellectual property laws, particularly the Intellectual Property Code (RA 8293), and requires careful structuring to protect the trademark's value and ensure quality control. It typically includes detailed provisions about permitted use, territory restrictions, royalty payments, and quality standards, with specific attention to Philippine market requirements and local business practices. The agreement should be recorded with the Intellectual Property Office of the Philippines (IPOPHL) to ensure enforceability and proper recognition under Philippine law.

Suggested Sections

1. Parties: Identification of the main licensee (sublicensor) and sublicensee, including full legal names and addresses

2. Background: Context of the agreement, including reference to the main license agreement and confirmation of right to sublicense

3. Definitions: Key terms used throughout the agreement, including definition of the licensed marks, territory, and permitted use

4. Grant of Sublicense: Specific rights being granted, including scope, territory, and any restrictions

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

6. Quality Control: Standards for use of the mark and quality control requirements

7. Royalties and Payments: Financial terms, including royalty rates, payment schedules, and reporting requirements

8. Use of the Mark: Specific requirements and restrictions for trademark usage

9. Protection of the Mark: Obligations regarding trademark protection and enforcement

10. Representations and Warranties: Standard warranties about authority to enter agreement and trademark ownership

11. Indemnification: Mutual indemnification provisions for trademark infringement and other claims

12. Confidentiality: Protection of confidential information exchanged under the agreement

13. General Provisions: Standard boilerplate clauses including governing law, notices, and amendment procedures

Optional Sections

1. Minimum Sales Requirements: Performance requirements for maintaining the sublicense, used when business model requires certain sales targets

2. Marketing and Promotion: Specific requirements for marketing the branded products, included when marketing coordination is important

3. Manufacturing Standards: Detailed manufacturing requirements, included when sublicensee will manufacture products

4. Export Restrictions: Specific provisions limiting export of licensed products, used when territory restrictions are crucial

5. Right of First Refusal: Option for sublicensee to acquire additional rights, included when future expansion is contemplated

6. Sub-sublicensing Rights: Permission and conditions for further sublicensing, used when sublicensee needs to grant further licenses

7. Insurance Requirements: Specific insurance coverage requirements, included for high-risk products or markets

Suggested Schedules

1. Schedule A - Licensed Marks: Detailed list and images of all licensed trademarks, including registration numbers

2. Schedule B - Licensed Products: Comprehensive list of products/services covered by the sublicense

3. Schedule C - Quality Standards: Detailed quality control requirements and specifications

4. Schedule D - Royalty Calculations: Detailed methodology for calculating royalties

5. Schedule E - Main License Agreement: Copy or relevant excerpts of the main license agreement

6. Schedule F - Territory Definition: Detailed description of geographic territory covered by the sublicense

7. Schedule G - Approved Forms of Mark: Approved variations of the mark and usage guidelines

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 | Serial Founder & Legal AI Author

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Retail

Consumer Goods

Fashion and Apparel

Food and Beverage

Electronics

Automotive

Pharmaceuticals

Cosmetics

Entertainment

Sports and Recreation

Franchising

Manufacturing

Technology

Hospitality

Relevant Teams

Legal

Intellectual Property

Business Development

Commercial

Compliance

Marketing

Brand Management

International Operations

Licensing

Corporate Affairs

Finance

Relevant Roles

Legal Counsel

Intellectual Property Manager

Licensing Director

Business Development Manager

Brand Manager

Commercial Director

Compliance Officer

Contract Manager

Chief Legal Officer

Franchise Development Manager

International Business Manager

Marketing Director

Operations Manager

Chief Executive Officer

Chief Commercial Officer

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Let's create your Trademark Sublicense Agreement

Authors

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