Trademark Licensing Agreement Checklist
Attorney Michelle L. Grenier
Focusing on Business, the Whole Business and
Nothing but the Business.Michelle L. Grenier, Esq. Small Business Lawyer, Trademark Attorney and Executive Contract Lawyer. Martindale-Hubbell® Client Review Rating: “Preeminent” (5 out of 5) Peer Review Rating: 4.7 out of 5 Michelle L. Grenier, Legal Strategist for Top Growing Businesses, provides information, guidance and services for small businesses:
Taking small businesses From Startup:
- Business Planning,
- Protecting Assets of Owners,
- Joint Venture Agreements,
- Funding and Financing information
- Incorporating and Limited Liability Companies,
- Buying a Business,
- Trademark and Copyright registration,
- Commercial Leasing and
- Licensing and Permits,
- Distributorship Agreements,
- Non-Compete Agreements,
- Non-Disclosure Agreements, Confidentiality Agreements
- Licensing Agreements,
- Executive Contract,
- Employer Compliance,
- Sales and Service Agreements, etc., and
- Selling a Business,
- Sale of Lease Assignment,
- Merger or other disposition.
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Michelle L. Grenier, Esq.
Business Lawyer, Trademark Lawyer and Executive Contract Lawyer
Distributor Agreement Checklist; 19 Issues for Distributor Agreement
Tags: Understanding Business Agreements for Small Busine, Confidentiality Agreement Checklist, Distributor Contract, International Distributorship Agreement, distributor agreement, distributor agreement checklist
IMPORTANT CONSIDERATIONS FOR EXECUTIVE CONTRACT.
The "trust" relationship between Executive and Employer is an essential factor in the level of production and goals achieved during employment. A win-win structure in this relationship must satisfy both the personal and professional goals of the Executive, as well as the business goals of the Employer. A well-drafted Executive Contract plays an essential role in protecting the relationship between Executive and Employer and provides a solid foundation from which the relationship and company can thrive.
CONFIDENTIALITY AGREEMENT CHECKLIST
http://www.contactmylawyer.com/blog/confidentiality-agreements-ndaChecklist for Confidentiality Agreements ( NDA )
Consider the following important subjects to be addressed in Confidentiality Agreements. To learn about When Do I need a Confidentiality Agreement?, click here.
1. Full names and physical address of each party (P.O. box not sufficient). The individual as well as the company.
2. Statement regarding whether this involves a contemplated business arrangement, business discussions or existing business relationship.
3. Describe the consideration offered to create an enforceable Confidentiality Agreement (contracts must have consideration to be binding and enforceable, with limited exceptions).
4. Clarify tangible and intangible format for information.
5. Clarify the required marking on the material, e.g. marked "Confidential" or "Proprietary" or lack of such requirement.
6. Intended recipient must agree to the following regarding the information:
a. maintain the secrecy;
b. shall not disclose;
c. take all reasonable steps and precautions to preserve;
d. notify discloser of unauthorized release of Confidential Information;
e. use the Confidential Information solely [ complete ];
f. not use any of the Confidential Information for its/her/his own benefit, except as expressly authorized;
g. not use any of the Confidential Information for the benefit of any third party;
h. deliver to the Discloser Confidential Information;
i. acknowledge that all Confidential Information is and will be the sole and exclusive property of the Discloser;
j. direct Recipient's representatives, agents and employees (Recipient's Representatives), not to, disclose to any person the Confidential Information or any part thereof;
k. accept full responsibility for any violation of any term of this Agreement made by one or more of the Recipient's Representatives.
7. Describe exceptions to the Confidentiality Agreement, as required by law.
8. Provide for Recipient's payment of attorneys fees and costs in event of breach of Confidentiality Agreement.
9. Provide for period of enforceability of the Confidentiality Agreement.
10. Provide for intended third party beneficiaries of the Confidentiality Agreement, if applicable.
AND DON'T FORGET THE SIGNATURE OF THE PARTY BOUND NOT TO DISCLOSE!
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Tags: Understanding Business Agreements for Small Busine, Confidentiality Agreement Checklist, Intellectual Property agreement, Joint Venture Agreement Checklist, license intellectual property, Non Compete Agreement Checklist, Selling a Business, Small Business Checklist, Strategies from Small Business Lawyer and Trademar, Trademark Strategies, Understanding the Joint Venture Agreement, Checklists for Businesses and Executives, Copyrights and Trade Secrets?, International Business Contract, NDA
WHEN DO I NEED A CONFIDENTIALITY AGREEMENT?
The Simple answer to the question, "When do I need a Confidentiality Agreement (or NDA)?" is, "BEFORE YOU DISCLOSE ANY PROPRIETARY SECRET." If you don't want someone else to use the information that you are disclosing, get their promise not to disclose in writing!
Generally, Confidentiality Agreements, also known as non-disclosure agreements or NDA's, are contracts wherein each party agrees not to disclose and to keep confidential certain information that is disclosed by the other party.
The Confidentiality Agreement is often utilized where one party intends to disclose to the other party, confidential, proprietary, information, such as a secret idea, process, service or product. Such disclosure typically occurs when the disclosing party wants another person and/or company to evaluate the secret information prior to entering into a comprehensive Joint Venture Agreement, Collaboration Agreement or Licensing Agreement.
The benefits of utilizing a well-drafted Confidentiality Agreement include the following:
First, the Confidentiality Agreement reduces the risk that the valuable secret information will be disclosed to, and possibly used by, third parties. If the secret information is disclosed to a third party and such disclosure amounts to a breach of the Confidentiality Agreement, the party that is the owner of the secret information, will have a cause of action for breach of contract and will be able to seek injunctive relief (where the court orders the breaching party to cease disclosure and use) and may also seek monetary damages.
Second, an important benefit of utilizing a well-drafted Confidentiality Agreement is that it will reduce the risk of forfeiture of your valuable patent rights. That is, public disclosure may result in your development or secret to be determined, not patentable and patent rights may be forfeited.
Third, Confidentiality Agreements define in writing, specifically what, if any, information can and cannot be disclosed by the receiving party and when and under what circumstances such disclosure can occur. Typically the disclosing party will prefer the protected information to be as broad as possible and the receiving party will prefer a more narrow protection.
Fourth, the Confidentiality Agreement may provide for limitations on the receiving party's use of the confidential information, e.g., to be used solely for the purposes of evaluating the specific business opportunity.
What can be protected by a Confidentiality Agreement?
A well-drafted Confidentiality Agreement can protect any information that is disclosed to the other party, such as, processes, recipes, test results, systems, new products, client lists, other trade secrets, etc.
It is very important that the receiving party make sure that there are exceptions to the confidentiality provisions set forth in the Confidentiality Agreement, e.g., information that the recipient had prior to the disclosure, information in the public domain, information created by recipient, etc.
The disclosing party may want to provide provisions within the Confidentiality Agreement that require certain treatment of the material provided. Again, if reasonable steps are not taken, trade secret protection may no longer apply to the material.
Also, the Confidentiality Agreement should set forth a time period for the making of disclosures and the period during which confidentiality of the information shall remain confidential and not disclosed.
Furthermore, Confidentiality Agreements often contain provisions confirming that there is no license granted to the disclosed material, within that agreement, express or implied and that any and all material disclosed shall be returned to discloser upon request.
Thus, there are many situations where a Confidentiality Agreement is not only appropriate, but essential to business success. Contact an Experience Business Attorney today for a Free Consultation with regard to your specific circumstances.
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Tags: Asset Protection, Understanding Business Agreements for Small Busine, Confidentiality Agreement Checklist, Independent Contractor or Employee, license intellectual property, Non Compete Agreement Checklist, Startup Strategies, Understanding the Joint Venture Agreement, International Business Agreements, Licensing Agreement Checklist, What is a contract?, International Business Contract, Expanding Business Abroad, International Distributorship Agreement, authors, publishing, writers, NDA
"What is a copyright?": Vesting of Rights
Copyright Owner's Rights
Tags: Copyright Registration Checklist, Intellectual Property agreement, license intellectual property, Copyrights and Trade Secrets?, intellectual property, intellectual property rights, Artist Agreement, copyright
This article supplements "What are Trademarks, Copyrights, Trade Secrets?"
Tags: trademarks, Executive Contract, Intellectual Property agreement, license intellectual property, Non Compete Agreement Checklist, trademark attorney, trademark lawyer, trademark registration, Trademark Strategies, Copyrights and Trade Secrets?, intellectual property, intellectual property rights, License Your Business, trademark, trademark law, What are Trademarks
Understanding the Joint Venture Agreement
A well-drafted Joint Venture Agreement is key to successful multi-party projects. It is essential that all participants understand their rights and obligations and the rights, obligations and expectations of all other participants.
Tags: business attorney, contracts attorney, Intellectual Property agreement, Understanding the Joint Venture Agreement, business lawyer, contracts lawyer, corporations, intellectual property, intellectual property rights, International Business Contract, International Subsidiaries, International Business Lawyers, International Business Law, Expanding Business Abroad, International Distributorship Agreement