When might a shareholder licence the use of a trade mark to a company?

One of the shareholders in a company may own the trade mark which the company requires for its business. The shareholder may wish to retain the ownership of the trade mark and allow the company to use the trade mark in its business whilst the shareholder remains a shareholder in the company. The licence of the trade mark by the shareholder might be: exclusive or non-exclusive: if exclusive, the shareholder will not be permitted to allow other third parties to use the trade mark whilst the licence is in force limited to a particular territory royalty free or subject to payment of a royalty, for example a royalty of a specified percentage of the sales made by the company The licensing shareholder will want to retain control of the manner in which its trade mark is used by the company. The licensing shareholder may also want the licence to come to an end should it cease to be a shareholder in the company.

When do I use this document? for a share sale transaction where confidential information about the target company will be disclosed to a potential buyer for a longer form NDA with strong legal protections for the seller and target company What are the key features? 17 clauses over 9 pages definitions of Confidential Information and Proposed Transaction confidentiality obligations authorised recipients of Confidential Information circumstances permitting compulsory disclosure procedure for returning Confidential Information to the seller prohibition on the buyer poaching the target company’s employees contractual remedies for breach of the NDA, including contractual indemnity in favour of the seller and target company duration of agreement What else do I need to know? It’s quite common that some clauses of an NDA may be resisted by the receiving party. The guidance notes which accompany this document explain how provisions, such as the following, might be negotiated to reach mutual agreement. non-solicitation covenants a contractual indemnity for breach of the confidentiality obligations the duration of the agreement The guidance notes which accompany the document explain how these provisions might be negotiated to reach agreement. What other docs are available? For a shorter form of confidentiality agreement for a company sale transaction, see NDA: share sale (short)

Shareholder Trade Mark Licence

Name: Shareholder Trade Mark Licence - PaperRock Documents
SKU: SHA006.001
Price: 35.00 GBP
Availability: InStock

Trade mark licence from a shareholder to a company, for the grant of a licence to the company to use trade marks owned by the shareholder for the company’s business.

for a licence of trade marks from a shareholder to a company
for registered and/or unregistered trade marks
for a licensee company which is a private limited company incorporated in England and Wales

What are the key features?

17 clauses and one schedule over 11 pages
alternative wording depending on whether the licence is exclusive or non-exclusive
optional provisions for either a royalty-free licence or for payment of a royalty based on the percentage of sales
restrictions on the use of the trade marks by the company
termination rights for the licensor, including the licensor ceasing to be a shareholder in the licensee

What else do I need to know?

One of the shareholders in a company may own a trade mark which the company requires for its business.

The shareholder may want to retain the ownership of the trade mark but to allow the company to use the trade mark in its business whilst the shareholder remains a shareholder in the company.

The licence of the trade mark could be:

exclusive or non-exclusive: if exclusive, the shareholder will not be permitted to allow other third parties to use the trade mark whilst the licence is in force
limited to a particular territory
royalty free or subject to payment of a royalty, for example a royalty of a specified percentage of the sales made by the company

The licensing shareholder will want to retain control of the manner in which its trade mark is used by the company.

The licensing shareholder may also want the licence to come to an end should it cease to be a shareholder in the company.

Description

When do I use this document?

for a share sale transaction
where confidential information about the target company will be disclosed to a potential buyer
for a longer form NDA with strong legal protections for the seller and target company

What are the key features?

17 clauses over 9 pages
definitions of Confidential Information and Proposed Transaction
confidentiality obligations
authorised recipients of Confidential Information
circumstances permitting compulsory disclosure
procedure for returning Confidential Information to the seller
prohibition on the buyer poaching the target company’s employees
contractual remedies for breach of the NDA, including contractual indemnity in favour of the seller and target company
duration of agreement

What else do I need to know?

It’s quite common that some clauses of an NDA may be resisted by the receiving party. The guidance notes which accompany this document explain how provisions, such as the following, might be negotiated to reach mutual agreement.

- non-solicitation covenants
- a contractual indemnity for breach of the confidentiality obligations
- the duration of the agreement

The guidance notes which accompany the document explain how these provisions might be negotiated to reach agreement.

What other docs are available?

For a shorter form of confidentiality agreement for a company sale transaction, see

NDA: share sale (short)

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

£35.00 exc VAT

Updated by a lawyer on 21/07/2025

Updated By a lawyer on 03/13/2023

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Shareholder Trade Mark Licence

When do I use this document?

What are the key features?

What else do I need to know?

When do I use this document?

What are the key features?

What else do I need to know?

What other docs are available?

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

Create your document in 3 Easy Steps

PaperRock offers affordable, legal document templates, written by experienced and expert lawyers, trusted by businesses across the UK and beyond. No hidden charges or trial sign-ups are required to complete your document.

“I have worked in legal and business affairs for over 25 years and need access to a wide range of corporate and commercial legal precedents. Paperrock is a refreshing source of high-quality legal templates. Superb value for money.”

Amanda | Bannister Creative

“It’s hard to find legal documents on the internet you can really trust. Knowing an expert lawyer has drafted what I need, gives my business the edge and gives me peace of mind.”

Elle, Founder | Winslow skincare & aesthetics.

“As an SME Paperrock saves us the legal fees we’ve previously had to spend. In these challenging times that's a big help. Great products and support.”

Giles, MD | Boniti Ltd.

Shareholder Trade Mark Licence

When do I use this document?

What are the key features?

What else do I need to know?

When do I use this document?

What are the key features?

What else do I need to know?

What other docs are available?

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

Related Articles

Create your document in 3 Easy Steps

PaperRock offers affordable, legal document templates, written by experienced and expert lawyers, trusted by businesses across the UK and beyond. No hidden charges or trial sign-ups are required to complete your document.

“I have worked in legal and business affairs for over 25 years and need access to a wide range of corporate and commercial legal precedents. Paperrock is a refreshing source of high-quality legal templates. Superb value for money.”

Amanda | Bannister Creative

“It’s hard to find legal documents on the internet you can really trust. Knowing an expert lawyer has drafted what I need, gives my business the edge and gives me peace of mind.”

Elle, Founder | Winslow skincare & aesthetics.

“As an SME Paperrock saves us the legal fees we’ve previously had to spend. In these challenging times that's a big help. Great products and support.”

Giles, MD | Boniti Ltd.

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