Exclusive Trademark License Agreement Template

EXCLUSIVE TRADEMARK LICENSE AGREEMENT TEMPLATE FAQ

What is an exclusive trademark license agreement?

An Exclusive Trademark License Agreement is a contract where a trademark owner (licensor) grants one licensee the exclusive right to use specified trademarks for defined goods/services, in a defined territory, for a defined term. “Exclusive” typically means even the owner will not license the mark to others in that scope (and may limit the owner’s own use too, if agreed).

Why is quality control important?

Trademark law often requires the owner to maintain quality control over how the mark is used. Without it, the owner risks weakening or even losing rights (sometimes called “naked licensing”). This template includes practical quality control and brand guidelines language.

What should be included?

Key terms include: licensed marks, scope of use (products/services), territory, term, royalties and reporting, quality standards, approval process, marketing rules, ownership and goodwill, infringement enforcement, termination, and post-termination obligations.

Does an exclusive trademark license transfer ownership?

No. It grants permission to use the mark under conditions. Ownership stays with the licensor unless the parties sign a separate assignment. This template clearly states ownership stays with the licensor.

Do you need to record a license?

Sometimes it’s recorded depending on the jurisdiction or business needs, but many licenses are not recorded. This template includes an optional recordation and cooperation clause.

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