Trade Name License Agreement for the United States

Trade Name License Agreement Template for United States

A Trade Name License Agreement is a legal document governed by United States federal and state laws, particularly the Lanham Act and state-specific commercial regulations. This agreement establishes the terms and conditions under which a trade name owner (licensor) grants another party (licensee) the right to use their trade name in business operations. The document covers essential elements including license scope, territory restrictions, quality control requirements, payment terms, and protection measures. It ensures compliance with federal trademark laws while providing clear guidelines for authorized trade name usage and brand protection.

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What is a Trade Name License Agreement?

A Trade Name License Agreement is essential when a business wants to authorize another entity to use its trade name in commercial activities. This document, governed by US federal and state laws, establishes the legal framework for trade name licensing, protecting the licensor's intellectual property while enabling the licensee to benefit from the trade name's commercial value. The agreement details critical aspects such as permitted usage, territorial limitations, quality standards, fees, and compliance requirements. It's particularly important in franchising, retail, and other sectors where brand identity plays a crucial role. The document ensures compliance with US trademark laws, including the Lanham Act, and provides mechanisms for monitoring and enforcing proper trade name usage.

What sections should be included in a Trade Name License Agreement?

1. Parties: Identifies and provides full legal details of the licensor and licensee

2. Background: Establishes the context, including the licensor's ownership of the trade name and the licensee's desire to use it

3. Definitions: Defines key terms used throughout the agreement, including the Trade Name, Territory, and Permitted Use

4. Grant of License: Specifies the scope, nature (exclusive/non-exclusive), and territory of the license granted

5. Term and Termination: Defines the duration of the agreement and circumstances for termination

6. License Fees: Details the payment terms, including any recurring fees, royalties, or one-time payments

7. Quality Control: Establishes standards for use of the trade name and licensor's right to monitor and approve usage

8. Protection of Trade Name: Outlines measures to protect the trade name and handling of potential infringement

9. Representations and Warranties: States the parties' assertions regarding their rights and abilities to enter the agreement

10. Indemnification: Sets out the parties' obligations to protect each other from third-party claims

11. Confidentiality: Protects confidential information exchanged during the agreement

12. General Provisions: Includes standard legal provisions like governing law, notices, and amendment procedures

What sections are optional to include in a Trade Name License Agreement?

1. Sublicensing Rights: Include when the licensee may be permitted to sublicense the trade name to third parties

2. International Use: Include when the trade name will be used in multiple jurisdictions

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

4. Assignment Rights: Include when transfer rights need to be specifically addressed beyond standard restrictions

5. Dispute Resolution: Include when parties want specific arbitration or mediation procedures

6. Insurance Requirements: Include when specific insurance coverage is required for the licensee

7. Change of Control: Include when the agreement needs to address consequences of ownership changes

8. Compliance with Laws: Include when specific regulatory compliance requirements need to be detailed

What schedules should be included in a Trade Name License Agreement?

1. Schedule A - Licensed Trade Name: Detailed description and representations of the licensed trade name

2. Schedule B - Territory: Specific definition and/or map of the licensed territory

3. Schedule C - Usage Guidelines: Style guide and specifications for trade name usage

4. Schedule D - Quality Control Standards: Detailed quality control requirements and inspection procedures

5. Schedule E - Fee Schedule: Detailed breakdown of all fees, royalties, and payment terms

6. Appendix 1 - Approved Forms of Trade Name: Visual representations of approved trade name formats

7. Appendix 2 - Approval Procedures: Detailed procedures for obtaining licensor approval for trade name usage

8. Appendix 3 - Reporting Requirements: Templates and procedures for required periodic reports

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

Jurisdiction

United States

Publisher

Genie AI

Document Type

License Agreement

Sector

IP

Cost

Free to use
Relevant legal definitions
Clauses
Relevant Industries

Retail

Franchising

Manufacturing

Consumer Goods

Professional Services

Technology

Food and Beverage

Fashion and Apparel

Hospitality

Entertainment

Education

Healthcare

Relevant Teams

Legal

Intellectual Property

Brand Management

Business Development

Marketing

Compliance

Corporate Affairs

Commercial Operations

Risk Management

Licensing

Relevant Roles

Legal Counsel

Intellectual Property Attorney

Brand Manager

Licensing Manager

Business Development Director

Chief Legal Officer

Commercial Director

Franchise Manager

Compliance Officer

Marketing Director

Chief Executive Officer

Contract Manager

Intellectual Property Manager

Corporate Counsel

Industries
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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