Trademark Licence

What’s a trademark licence and when should you use it?

Trademark licensing occurs where the owner of a registered trademark (the licensor) allows someone else (the licensee) to use their trademark in connection with agreed products and services, generally for the purpose of marketing or distributing.

In return the licensor receives royalties in exchange for sharing the trademark.

This would be a particularly common practice with franchising, for example, where the franchisee is granted a licence to use the franchisors trademark logo and marketing materials.

This template is designed for trademark licences relating to the supply of products or services in Ireland.

It is always recommended any trademark licensing agreement is in writing.

Trademark licensing should not be confused with a trademark assignment where ownership is passed from one person or entity to another.

A trademark licence gives an entity the right of use, but ownership remains with the owner.

Although the terms of every license are different and may be freely negotiated between the licensor and licensee, all licenses must at least include the following provisions to be valid:

• The legal names of the licensor and licensee
• Identification of the trademark(s) that are the subject of the licensing agreement
• Identification of the products/services with which the licensed mark may be used
• The geographic territory in which the licensee may operate and sell its products/services
• Quality control provisions that set forth clear standards as to the nature and quality of the licensed products/service

What else should you consider?

You’ll need to think about the permissions you want to grant with your licence.

For example: are you going to make the permission to use your trademarks exclusive?

Where are you giving permission for the trademarks to be used and on what products, materials or in relation to what activities?

Do you want to set territorial boundaries or other restrictions, such as not using the trademarks for particular applications or with particular customer groups?

You might also want to consider protecting other kinds of intellectual property at the same time, like design rights for packaging and branding.

If you’re looking to sell your trademark rights, you’ll need our trademark assignment agreement template instead (coming soon).