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Trademark Purchase Agreement Template for Ireland

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Key Requirements PROMPT example:

Trademark Purchase Agreement

"I need a Trademark Purchase Agreement for my tech company's acquisition of a software trademark from an Irish startup, including provisions for transitional use by the seller until March 2025 and protection of existing licensee relationships."

Document background
A Trademark Purchase Agreement is essential when a business wishes to acquire ownership of one or more trademarks from another entity in Ireland. This document is crucial for transactions involving valuable brand assets and must comply with Irish trademark law, particularly the Trade Marks Act 1996, and relevant EU regulations. The agreement typically includes detailed information about the trademark(s) being transferred, purchase price, warranties, representations, and completion mechanics. It's particularly important when companies are divesting brand assets, acquiring new brands, or restructuring their intellectual property portfolios. The document ensures proper transfer of all associated rights and addresses any existing licenses or usage agreements. Special consideration is given to EU-wide trademark rights and their treatment under Irish law.
Suggested Sections

1. Parties: Identifies and provides full details of the seller and purchaser of the trademark

2. Background: Sets out the context of the agreement, including the seller's ownership of the trademark and the purchaser's desire to acquire it

3. Definitions: Defines key terms used throughout the agreement, including the Trademark, Intellectual Property Rights, Territory, etc.

4. Sale and Purchase: Core terms of the transaction, including what is being sold and purchased

5. Purchase Price: Specifies the amount to be paid and payment terms

6. Completion: Details of when and how the transfer will be completed

7. Seller's Warranties: Warranties regarding ownership, validity, and non-infringement of the trademark

8. Assignment and Transfer: Specific provisions regarding the legal transfer of the trademark

9. Further Assurance: Obligations to execute additional documents or take further steps to perfect the transfer

10. Confidentiality: Provisions regarding confidential information and its protection

11. Notices: How formal notices under the agreement should be given

12. Governing Law and Jurisdiction: Specifies Irish law as governing law and Irish courts' jurisdiction

Optional Sections

1. Earn-out Provisions: Used when part of the purchase price is contingent on future performance

2. Transitional Arrangements: Required when the seller needs to continue using the trademark for a period

3. Ongoing Litigation: Needed if there are pending disputes involving the trademark

4. Quality Control: Important when the seller has established quality standards that the purchaser must maintain

5. Licensed Back Rights: Used when the seller retains limited rights to use the trademark

6. Tax Provisions: Detailed tax arrangements if complex tax implications exist

7. Competition Compliance: Required when the transfer might have competition law implications

8. Employee/Customer Transfer: Needed if the trademark transfer affects employment or customer relationships

Suggested Schedules

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

2. Schedule 2 - Existing Licenses: Details of any existing licenses or permissions granted to third parties

3. Schedule 3 - Form of Assignment: Template assignment documents for trademark registry purposes

4. Schedule 4 - Registered Users: List of authorized users of the trademark to be transferred

5. Schedule 5 - Associated Rights: Details of associated goodwill, copyright, and other related rights

6. Schedule 6 - Completion Documents: List of documents required for completion

7. Appendix A - Brand Guidelines: If applicable, guidelines for trademark usage and brand standards

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions












































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Relevant Industries

Retail

Consumer Goods

Technology

Fashion and Luxury

Food and Beverage

Pharmaceuticals

Media and Entertainment

Manufacturing

Professional Services

E-commerce

Sports and Recreation

Healthcare

Automotive

Telecommunications

Relevant Teams

Legal

Intellectual Property

Corporate Development

Marketing

Finance

Commercial

Brand Management

Compliance

Business Development

Mergers & Acquisitions

Relevant Roles

Chief Executive Officer

Chief Legal Officer

Head of Intellectual Property

Brand Manager

Commercial Director

Intellectual Property Counsel

General Counsel

Corporate Lawyer

Trademark Attorney

Chief Financial Officer

Head of Marketing

Business Development Director

Mergers & Acquisitions Director

Compliance Officer

Company Secretary

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,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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