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Trademark Assignment Agreement for Germany

Trademark Assignment Agreement Template for Germany

A comprehensive legal agreement governed by German law that facilitates the transfer of trademark rights, including associated goodwill and intellectual property, from one party (the Assignor) to another (the Assignee). The agreement complies with German trademark law (Markengesetz) and related regulations, ensuring the valid transfer of both registered and unregistered trademark rights. It includes provisions for warranties, representations, and obligations regarding the recording of the assignment with relevant trademark offices, while addressing specific requirements under German civil law for effective transfer of intellectual property rights.

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Trademark Assignment Agreement

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What is a Trademark Assignment Agreement?

A Trademark Assignment Agreement is a crucial document used when a business or individual wishes to transfer ownership of one or more trademarks to another entity. Under German law, such agreements must comply with the German Trademark Act (Markengesetz) and the German Civil Code (BGB), requiring specific formalities and provisions to ensure valid transfer of rights. This document is typically used in business acquisitions, corporate restructuring, brand sales, or settlement of trademark disputes. It covers all aspects of the trademark transfer, including registration details, associated goodwill, warranties of ownership and validity, and obligations for recording the transfer with relevant trademark offices. The agreement should address both national German trademarks and any European Union trademarks involved in the transfer, ensuring compliance with both German and EU trademark regulations.

What sections should be included in a Trademark Assignment Agreement?

1. Parties: Identification of the Assignor and Assignee with full legal names and addresses

2. Background: Context of the assignment, including details of trademark ownership and reason for transfer

3. Definitions: Definitions of key terms used throughout the agreement

4. Assignment: Core provision transferring all rights, title, and interest in the trademarks

5. Consideration: Details of payment or other consideration for the assignment

6. Representations and Warranties: Assignor's warranties regarding ownership, validity, and encumbrances of the trademarks

7. Registration and Recordal: Obligations regarding recording the assignment with relevant trademark offices

8. Further Assurances: Commitment to execute additional documents and take necessary steps to perfect the assignment

9. Governing Law and Jurisdiction: Specification of German law as governing law and jurisdiction for disputes

10. Execution: Signature blocks and execution requirements

What sections are optional to include in a Trademark Assignment Agreement?

1. Associated Rights: Transfer of associated rights such as goodwill, domain names, or social media accounts - used when these additional rights are part of the transaction

2. Transition Support: Provisions for technical or commercial support during transition - used when ongoing assistance is needed

3. Non-Competition: Restrictions on Assignor's future use of similar marks - used when there's risk of market confusion

4. Tax Provisions: Specific tax-related provisions - used for high-value transactions or when tax implications need clarification

5. Confidentiality: Provisions keeping the assignment terms confidential - used for sensitive commercial transactions

6. Security Interest: Provisions creating security interest in case of deferred payment - used when payment is not made in full at signing

7. Prior Agreements: Termination or acknowledgment of previous licensing agreements - used when prior agreements exist

What schedules should be included in a Trademark Assignment Agreement?

1. Schedule 1 - Trademark Details: Comprehensive list of trademarks being assigned, including registration numbers and jurisdictions

2. Schedule 2 - Associated Rights: Detailed list of associated rights, domain names, and social media accounts being transferred

3. Schedule 3 - Existing Agreements: List of existing agreements affecting the trademarks (licenses, coexistence agreements, etc.)

4. Schedule 4 - Payment Terms: Detailed payment schedule and terms if payment is not made in full at signing

5. Appendix A - Form of Recordal Documents: Templates of documents required for recording the assignment with trademark offices

6. Appendix B - Power of Attorney: Power of attorney for recording the assignment, if required

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Germany

Cost

Free to use
Relevant legal definitions





























Clauses






























Relevant Industries

Consumer Goods

Retail

Technology

Pharmaceuticals

Fashion and Luxury

Food and Beverage

Manufacturing

Entertainment

Professional Services

Healthcare

Automotive

Media and Publishing

Software and IT

Telecommunications

Financial Services

Relevant Teams

Legal

Intellectual Property

Brand Management

Corporate Development

Marketing

Compliance

Finance

Business Development

Commercial Operations

Risk Management

Relevant Roles

Legal Counsel

Intellectual Property Manager

Brand Manager

Chief Legal Officer

Corporate Counsel

Trademark Attorney

Intellectual Property Director

General Counsel

Commercial Director

Chief Executive Officer

Chief Financial Officer

Business Development Manager

Marketing Director

Corporate Secretary

Compliance Officer

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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