Contract review considerations for trademark transfer

Trademark transfer contract review is extremely important in the trademark transfer process. A trademark transfer contract means that the trademark holder transfers his trademark to another person in accordance with legal procedures, and the transferee enjoys the trademark. The exclusive right is based on the contract or agreement signed between the trademark holder and the assignee. Next, let’s go and have a look with Bajie’s editor.

1. Review of the validity of the trademark transfer contract

The review of the validity of the trademark transfer contract is mainly to review whether the contract is invalid or revocable, and whether the transferred trademark has been frozen by the people's court Trademarks and trademarks that have been pledged and registered:

1. Review the contract to see if there are any circumstances specified in Article 52 of the Contract Law. < /p>

b) Malicious collusion to harm the interests of the country, the collective or a third party;

c) Covering illegal purposes in legal forms;

d) Harmful social welfare* **Interests;

e) Violation of mandatory provisions of laws and administrative regulations.

2. Examine whether the transferred trademark is a trademark frozen by the people's court and a trademark registered as a pledge. During the freezing period and the pledge period, the trademark may not be transferred without the consent of the people's court and the pledgee.

2. Review the terms of the trademark transfer contract

1. The subject of the contract. The transferor of the contract shall be enterprises, institutions, social groups, individual industrial and commercial households, individual partnerships, and foreigners or foreign enterprises that legally enjoy the exclusive right to use trademarks. The transferee shall be limited to enterprises, institutions, social groups, individual industrial and commercial households, Individuals, partnerships, and foreigners or foreign enterprises.

2. The basic information of the trademark, including the trademark name, pattern, country, registration time, registration number, the category of goods or services for which the registered trademark is approved and the name of the goods or services.

3. Trademark rights licensing status. Before a trademark right is transferred, it often happens that the transferor has licensed the right to use the trademark to a third party. In order to protect the interests of the transferee, the transferee should clearly understand the rights status of the transferred trademark before signing the contract, clearly agree on the circumstances under which the transferred trademark is permitted to be used, and whether the transferee will continue to use the transferred trademark after signing the contract. You must bear the rights and obligations related to the licensed use.

4. The rights of the transferee after the trademark right is transferred. The types of goods (or categories and names of services) that can use the trademark and the geographical scope in which the trademark can be used should be clearly agreed upon.

5. The nature of the transfer of trademark rights. It should be clearly agreed whether the transfer of trademark rights is a permanent transfer of trademark rights or a non-permanent transfer of trademark rights. Depending on the nature of the transfer, the transferee enjoys different rights periods.

6. Time for transfer of trademark rights. Depending on the nature of the transfer of trademark rights, the transfer time is also different. For permanent trademark rights transfer, it is generally agreed that the trademark rights will be officially transferred to the transferee after the trademark transfer change registration procedures are completed in the trademark rights transfer contract. For non-permanent transfer of trademark rights, the transfer period should be agreed upon and the transferor will take back the trademark rights on the expiration of the transfer period.

7. Transfer fees and payment methods for trademark rights transfer. This clause should clearly stipulate the transfer fee, payment method and payment time. If it is foreign-related business, the currency exchange rate and calculation method must also be taken into consideration.

8. Handling trademark transfer procedures. It should be clearly agreed that both parties should submit an application for transfer of a registered trademark to the Trademark Office at the same time, and the application procedures for transfer of a registered trademark shall be handled by the transferee. In addition, it should be agreed on who should bear the costs of changing the registrant.

9. Guarantee of product quality. The transferor of trademark rights requires the transferee to ensure that the quality of the products marked by the trademark is not lower than the original level of the transferor. The transferor should provide samples of the goods to the transferee and provide technical guidance or know-how for manufacturing such goods (this may be In addition, sign a technology transfer contract); product instructions, product packaging, product maintenance methods, and, if necessary, a list of customers who frequently purchase the product should also be provided. If the transfer is non-permanent, the transferor can supervise the transferee's production and has the right to inspect the transferee's production conditions and product quality.

10. Confidentiality obligations of both parties. It should be clearly agreed that both parties have the obligation to keep the other party’s production and business operations secret.

11. Liability for breach of contract is an effective means to ensure the performance of debts and to protect and relieve the legitimate rights and interests of creditors. When parties to a contract fail to perform their contractual obligations or perform their contractual obligations inconsistently with the agreement, they will bear corresponding liability for breach of contract. The forms of liability for breach of contract include continuing to perform the contract, taking remedial measures, compensating for losses, paying liquidated damages, etc.

The above are some knowledge points that Bajie editor will bring to you today. Have you got it? I hope it can help you~