Template Description

The Brand Licensing Agreement Template is a professionally structured legal document designed to grant specific rights to a third party (licensee) to use a brand name, trademark, logo, or other proprietary brand assets owned by the brand owner (licensor) in a defined territory, product category, and for a defined duration. This 5-page MS Word agreement is compliant with the Indian Contract Act, 1872 and Trade Marks Act, 1999. It is suitable for companies, startups, or individuals looking to expand brand reach through licensing arrangements with clear IP protections and commercial terms.

Understanding the Brand Licensing Agreement Template

This agreement enables the safe and commercial extension of brand usage to other parties while ensuring the brand owner retains control over reputation, intellectual property, and product quality. It is ideal for sectors such as fashion, F&B, software, education, entertainment, and franchise-style retail.

Key Features of the Template

• Legal Validity & Statutory Coverage: Covers licensing obligations under Indian Contract Act, 1872, Trade Marks Act, 1999, and relevant IPR frameworks, ensuring enforceability and protection of brand assets.
• Scope & Rights Grant: Defines the exclusive or non-exclusive license rights, brand scope, product categories, and permitted use areas clearly.
• Term & Renewal: Covers fixed licensing terms with options for renewal upon mutual consent. Includes clauses for early termination, breach, or insolvency of either party.
• Royalties & Fee Clause: Specifies license fees, royalty structure, and payment schedule (e.g., monthly/quarterly), audit rights, tax responsibilities, and mode of payment.
• Brand Guidelines & Approval Process: Requires the licensee to strictly adhere to the licensor's brand usage manual and seek approval for marketing materials and packaging.
• Quality Control & Inspection Rights: The Licensor reserves rights to inspect licensed products, production units, and advertising materials to maintain brand consistency.
• Intellectual Property Ownership: Clearly states that all trademarks and brand rights remain the sole property of the Licensor, including goodwill accrued from the licensee's use.
• Marketing Support & Reporting: Obligates the licensee to provide quarterly marketing plans and monthly sales reports to ensure alignment with brand strategy.
• Confidentiality Clause: Provides legal protection for trade secrets, strategies, and pricing shared during the license period. Applies even after termination.
• Termination Provisions: Includes termination triggers such as breach, insolvency, and reputational damage, with obligations for the licensee post-termination.
• Indemnity & Limitation of Liability: Includes mutual indemnification clauses and limits liability for indirect or consequential damages.
• Governing Law & Jurisdiction: Allows for jurisdiction selection (e.g., courts of Mumbai, Delhi, etc.) and the Indian legal framework to resolve disputes.

Conclusion

The Brand Licensing Agreement Template provides a robust framework for leveraging brand value through controlled and legally compliant licensing deals. It offers clarity, enforceability, and operational direction to both licensors and licensees ensuring brand integrity, commercial benefit, and intellectual property protection throughout the business relationship.