Standard documents

An agreement for transferring ownership of certain domain names from a seller to a buyer. This Standard Document is drafted to be used as a stand-alone contract, and includes standard representations, warranties and other risk-allocation provisions typical in stand-alone domain name transactions. It is drafted in a manner that aims to be reasonable, and includes provisions that are common to negotiated agreements. This Standard Document has integrated notes with important explanations, alternative provisions and drafting and negotiating tips. The drafting notes also identify provisions that may be omitted if the domain name transfer agreement is being executed as an ancillary document to a larger transaction agreement, for example an asset purchase agreement or trademark sale or license.

An agreement - also sometimes known as a "partition agreement" or "consent agreement" - between two parties in which they agree that each may continue to use its own trade marks without interference from the other, subject to restrictions. 

A sample agreement between two or more parties settling a pending litigation or other trademark dispute in the US and releasing future claims. Each trademark settlement agreement must be tailored to suit the particular circumstances of the transaction. This Standard Document is drafted in favor of the owner of senior trademark rights, but aims to be reasonable and includes provisions that are common to negotiated trademark settlement agreements. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.

A trademark assignment agreement for the transfer of ownership of certain trademarks from a seller to a buyer, which may be used as a standalone contract or executed and delivered as an ancillary document in a corporate asset purchase or other principal transaction. This Standard Document has integrated notes with explanations and drafting tips.

A sample complaint that a trademark owner may use as a starting point for drafting a complaint  for trademark infringement, unfair competition and dilution under the federal Lanham Act and related state law. This Standard Document contains integrated drafting notes with important explanations and tips for drafting the complaint's caption, preliminary statement, jurisdiction and venue sections, facts section, legal claims, prayer for relief and signature block.

A sample agreement between two parties setting out each of their rights, restrictions and obligations concerning marketplace coexistence of their respective trademarks in the context of resolving a dispute. Trademark coexistence agreements vary in length and complexity based on many factors, including the relationship and relative bargaining power between the parties, the nature and similarity of the marks, the types of products or services offered under the marks, and the territory covered by the agreement. Each trademark coexistence agreement must be tailored to suit the particular circumstances involved. This Standard Document is drafted in a neutral manner and applies to the US. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.

A specimen trade mark licence for use where the seller licenses the right to use its trade mark to the buyer for a wind-down period following completion of an asset purchase.

A standard document for an intra-group assignment of intellectual property (IP) rights. This document is sometimes referred to as an inter-company transfer of IP rights, but is most likely to be used in the context of a group reorganisation.

An agreement for use in attempting to overcome a US Patent and Trademark Office refusal to register an applied-for trademark based on a finding of likelihood of confusion with an earlier registered trademark.  This Standard Document includes provisions that are common to negotiated trademark consent agreements and contains integrated notes with important explanations and drafting and negotiating tips.

A sample questionnaire for collecting from clients information for conducting US trademark searching and clearance and filing an application to register a trademark in the US Patent and Trademark Office.

A model short-form letter agreement for a trademark owner to authorize another party to make a limited and specific use of the trademark. This letter is appropriate where the other party wishes to use the trademark in circumstances where a long-form trademark license agreement may not be necessary or appropriate.  This Standard Document has integrated notes with important explanations and drafting and negotiating tips.

An agreement for use in the luxury goods arena, drafted in favour of the licensor, and granting the licensee the right to use trade marks, designs and confidential information for the manufacture and sale of luxury goods bearing the licensor's brand. This document includes integrated drafting notes on issues specific to the licensing of luxury goods and relevant points of competition law. For a full set of integrated notes on trade-mark-related issues, see Trade mark licence agreement.  

A specimen merchandising licence, drafted primarily from the point of view of the licensor, for use where the owner of rights in a fictional character or characters is granting the right for an image of that character or characters, and related artwork and trade marks, to be reproduced on merchandise.

This is a standard short-form trademark security agreement to be used with a principal security agreement in a syndicated secured loan transaction. This trademark security agreement can be attached as an exhibit to the principal security agreement. In addition, this trademark security agreement can be recorded with the US Patent and Trademark Office against US trademark registrations and applications included in the collateral subject to the security interest. This Standard Document has integrated notes with important explanations and drafting tips.

This is a standard short-form intellectual property (IP) assignment agreement for use as an ancillary agreement to a principal asset purchase agreement. This IP assignment agreement can be attached as an exhibit to the prinicpal asset purchase agreement and recorded with the US Patent and Trademark Office (USPTO) and US Copyright Office against scheduled IP applications and registrations. This Standard Document has integrated notes with important explanations and drafting tips.

This Standard Document is a standard short-form agreement to release a security interest in intellectual property (IP) included as collateral in a secured loan transaction. This release can be recorded with the US Patent and Trademark Office (USPTO) and US Copyright Office to terminate and release security interests filed against US IP. This Standard Document has integrated notes with important explanations and drafting tips.