ContractsCounsel Logo

Brand Licensing Agreement Review

Clients Rate Lawyers on our Platform 4.9/5 Stars
based on 7,473 reviews
Home Blog Brand Licensing Agreement Review

Jump to Section

Need help with a Brand Licensing Agreement?

Post Project Now

A brand licensing agreement is a legally binding contract that allows one party to use another party’s intellectual property. In this agreement, the owner of the brand, trademark, or intellectual property, referred to in the contract as the “licensor”, will give the other party, the “licensee”, rights to use the intellectual property for a specific purpose.

A brand licensing agreement will outline the terms and conditions surrounding the use of the brand which can include payment terms, royalties, limitations, and restrictions to maintain brand consistency.

How Do I Review a Brand Licensing Agreement?

It is important to review a brand licensing agreement before signing the contract. A Thorough review will help ensure that both parties' interests are protected and avoid disputes in the future.

When reviewing a brand licensing agreement, follow these steps:

  1. Read the entire agreement. It is important to be familiar with the agreement and read each clause, including the fine print. This step is crucial to ensure you understand the scope and expectations of the brand licensing partnership.
  2. Check for clarity. Ensure that the agreement is clear and easy to understand. Ambiguous or vague language can lead to misunderstandings and disputes down the road.
  3. Understand the scope of licensing. The agreement should clearly specify the scope of the brand license and these terms should accurately reflect the agreements made in negotiations.
  4. Legal compliance. The agreement must comply with all relevant trademark and copyright laws, antitrust laws, and consumer protection in your jurisdiction.
  5. Seek legal advice: Brand licensing agreements can be complex. If you have any doubts or concerns during the review process, you should seek help from an experienced intellectual property lawyer.

When you hire a lawyer to review your brand licensing agreement, you can be sure that the agreement is legally binding and will protect your interests.

What Should Be Included in a Brand Licensing Agreement?

A well-drafted brand licensing agreement needs to include provisions to ensure that both parties understand their responsibilities and restrictions during the licensing period.

The key components that every brand licensing agreement should have include:

  • Party information. The names of the individuals or legal entities entering the contract. Each party should be identified as the “licensor” and “licensee”.
  • Scope of license. The specific rights granted to the licensee relating to the use of the brand. This can include the product categories, geographic territories, and duration of the license.
  • Payment terms. A detailed outline of the payment structure, including royalty rates, payment schedules, and any upfront fees. This section should specify how and when payments will be made.
  • Quality control. Provisions for quality control and brand standards that the licensee must adhere to in order to maintain brand consistency and protect the licensor's reputation.
  • Intellectual property rights. This section should clarify all intellectual property rights, including ownership of the brand, logos, and any restrictions on their use.
  • Termination provisions. The conditions under which the agreement can be terminated by either party, including notice periods and procedures.
  • Renewal and extension options. Provisions regarding the renewal or extension of the brand licensing agreement, and the conditions for extensions.
  • Dispute resolution. The process for resolving disputes which could include options like mediation or arbitration.
  • Assignment and sub-licensing. The conditions under which the licensee can assign or sub-license their rights to third parties.
  • Indemnification. Each party's responsibilities regarding legal liabilities in case of legal claims related to the brand licensing agreement.
  • Termination clause. The procedures and consequences of terminating the agreement, including the return of any licensed brand materials or products.
  • Confidentiality. Provisions to protect sensitive information shared during the brand licensing partnership.
  • Governing law. The jurisdiction and governing law under which the agreement will be interpreted and enforced.
  • Special Conditions. Any industry-specific conditions that apply to the brand licensing agreement.

If you are unsure what clauses need to be included in a brand licensing agreement, always consult with a knowledgeable attorney. A lawyer who specializes in intellectual property and licensing agreements will know what provisions are required to facilitate a successful business relationship between the licensor and licensee.

Meet some lawyers on our platform

Daniel R.

74 projects on CC
View Profile

Janelle L.

1 project on CC
View Profile

Zachary J.

180 projects on CC
View Profile

James H.

2 projects on CC
View Profile

What are the Pros and Cons of Licensing Agreements?

Brand licensing agreements offer both parties several advantages and disadvantages. Before entering the agreement, the licensor and the licensee should be aware of the following pros and cons of this legal contract.

Some pros of brand licensing agreements include:

  1. Licensors can use their brand and other intellectual property to generate revenue through royalties and fees from licensees.
  2. Licensing allows brands to enter new markets and product categories without a substantial upfront investment.
  3. Licensing allows a company to enhance brand visibility and reach a broader audience through the licensee’s promotion.
  4. Licensees can help diversify a company’s product offerings by catering to a wider range of consumer preferences.
  5. Brand licensing allows a company to quickly introduce new products or collaborations in response to market trends.

On the other hand, cons of brand licensing agreements may include:

  1. Licensors may have limited control over how licensees use the brand which could potentially affect brand image.
  2. It can be challenging to ensure consistent quality across all licensed products.
  3. Licensors are typically required to share a portion of their earnings with licensees. However, the exact amount can be negotiated in the brand licensing agreement.
  4. Licensing agreements can be legally complex and may require ongoing monitoring and enforcement.
  5. Conflicts and disputes may arise between licensors and licensees over various issues, such as quality control or royalty payments but a well-drafted brand licensing agreement will help to avoid these conflicts.

To further understand the pros and cons of licensing agreements, consult with a knowledgeable attorney. Your lawyer can help explain the intricacies of this contract and help you make the best decision for your company.

Should I Hire an Attorney to Review My Brand Licensing Agreement?

Yes. Hiring an attorney to review your brand licensing agreement is highly recommended. Brand licensing agreements can be highly complex and contain legal nuances that are difficult to understand.

When you hire a lawyer to review your brand licensing agreement, you will benefit in the following ways:

  1. Legal expertise. An attorneys with expertise in contract law, intellectual property law, and licensing regulations will ensure that your agreement complies with relevant laws and regulations.
  2. Protection of interests. An attorney can review the agreement to ensure that it protects your rights and interests.
  3. Advocacy. If there are terms or conditions in the agreement that require negotiation or modification, an attorney can represent your interests and negotiate on your behalf.
  4. Risk assessment. Attorneys can identify and help mitigate potential risks associated with the licensing partnership, preventing future disputes or liabilities.
  5. Dispute resolution. In the event of disputes or breaches of contract, your lawyer will be familiar with the licensing agreement and can help pursue legal remedies.

Get Help with Hiring an Attorney

Do you need help with a brand licensing agreement review? If so, post a project in ContractCounsel's marketplace to receive bids from lawyers who are licensed to practice law in your state and can handle your project. All lawyers on the ContractsCounsel's platform are vetted by our team to make sure you are provided with top-tier service.

How ContractsCounsel Works
Hiring a lawyer on ContractsCounsel is easy, transparent and affordable.
1. Post a Free Project
Complete our 4-step process to provide info on what you need done.
2. Get Bids to Review
Receive flat-fee bids from lawyers in our marketplace to compare.
3. Start Your Project
Securely pay to start working with the lawyer you select.

Meet some of our Lawyers

Jeremiah C. on ContractsCounsel
View Jeremiah
5.0 (31)
Member Since:
March 5, 2021

Jeremiah C.

Partner/Attorney at Law
Free Consultation
15 Yrs Experience
Licensed in NV, TX
Thomas Jefferson

Creative, results driven business & technology executive with 24 years of experience (15+ as a business/corporate lawyer). A problem solver with a passion for business, technology, and law. I bring a thorough understanding of the intersection of the law and business needs to any endeavor, having founded multiple startups myself with successful exits. I provide professional business and legal consulting. Throughout my career I've represented a number large corporations (including some of the top Fortune 500 companies) but the vast majority of my clients these days are startups and small businesses. Having represented hundreds of successful crowdfunded startups, I'm one of the most well known attorneys for startups seeking CF funds. I hold a Juris Doctor degree with a focus on Business/Corporate Law, a Master of Business Administration degree in Entrepreneurship, A Master of Education degree and dual Bachelor of Science degrees. I look forward to working with any parties that have a need for my skill sets.

Michael M. on ContractsCounsel
View Michael
5.0 (228)
Member Since:
September 10, 2022

Michael M.

Free Consultation
Los Angeles, CA
36 Yrs Experience
Licensed in CA

www.linkedin/in/michaelbmiller I am an experienced contracts professional having practiced nearly 3 decades in the areas of corporate, mergers and acquisitions, technology, start-up, intellectual property, real estate, employment law as well as informal dispute resolution. I enjoy providing a cost effective, high quality, timely solution with patience and empathy regarding client needs. I graduated from NYU Law School and attended Rutgers College and the London School of Economics as an undergraduate. I have worked at top Wall Street firms, top regional firms and have long term experience in my own practice. I would welcome the opportunity to be of service to you as a trusted fiduciary. In 2022 I was the top ranked attorney on the Contract Counsel site based upon number of clients, quality of work and top reviews.

Daniel R. on ContractsCounsel
View Daniel
5.0 (39)
Member Since:
January 2, 2023

Daniel R.

Business and Real Estate Atttorney
Free Consultation
New York
27 Yrs Experience
Licensed in NY
New York Law School

NY Admitted Lawyer 20+ years of experience. Focused on Startups , Entrepreneurs, Entertainers, Producers, Athletes and SMB Companies. I have been a part of numerous startups as Founder, CEO, General Counsel and Deal Executive. I have been through the full life cycle from boot strap to seed investors to large funds-public companies to successful exit. Let me use my experiences help you as you grow your business through these various stages. We saw a market for an on-line platform dedicated to Virtual General Counsel Services to Start Ups and Private Companies.

Jason P. on ContractsCounsel
View Jason
5.0 (5)
Member Since:
December 1, 2022

Jason P.

Business Lawyer
Free Consultation
Portland, OR
7 Yrs Experience
Licensed in OR, WA
Lewis & Clark Law School

Jason is a self-starting, go-getting lawyer who takes a pragmatic approach to helping his clients. He co-founded Fortify Law because he was not satisfied with the traditional approach to providing legal services. He firmly believes that legal costs should be predictable, transparent and value-driven. Jason’s entrepreneurial mindset enables him to better understand his clients’ needs. His first taste of entrepreneurship came from an early age when he helped manage his family’s small free range cattle farm. Every morning, before school, he would deliver hay to a herd of 50 hungry cows. In addition, he was responsible for sweeping "the shop" at his parent's 40-employee HVAC business. Before becoming a lawyer, he clerked at the Lewis & Clark Small Business Legal Clinic where he handled a diverse range of legal issues including establishing new businesses, registering trademarks, and drafting contracts. He also spent time working with the in-house team at adidas® where, among other things, he reviewed and negotiated complex agreements and created training materials for employees. He also previously worked with Meriwether Group, a Portland-based business consulting firm focused on accelerating the growth of disruptive consumer brands and facilitating founder exits. These experiences have enabled Jason to not only understand the unique legal hurdles that can threaten a business, but also help position them for growth. Jason's practice focuses on Business and Intellectual Property Law, including: ​ -Reviewing and negotiating contracts -Resolving internal corporate disputes -Creating employment and HR policies -Registering and protecting intellectual property -Forming new businesses and subsidiaries -Facilitating Business mergers, acquisitions, and exit strategies -Conducting international business transactions ​​ In his free time, Jason is an adventure junkie and gear-head. He especially enjoys backpacking, kayaking, and snowboarding. He is also a technology enthusiast, craft beer connoisseur, and avid soccer player.

Ben P. on ContractsCounsel
View Ben
Member Since:
November 28, 2022

Ben P.

Free Consultation
Overland Park, KS
21 Yrs Experience
Licensed in KS, MO, VA
American University, Washington College of Law

Ben Prell is a “business concern” lawyer. Whether a legal issue or concern could develop into a dispute, or already has, he stands ready to advise, assist, and advocate for his clients. Over more than 20 years of practice, Ben has represented clients in all manner of business disputes. He has handled matters that include business ownership and control disputes, non-competition agreements, contract breaches, employment disputes, securities fraud, misappropriation of trade secrets, and intellectual property infringement. Ben provides advice and counsel to businesses regarding litigation and regulatory risk management, compliance with federal regulations, and contract negotiation, revisions and updates. Ben’s recent work includes the successful resolution of cases involving the defense of C-Level executives who became embroiled in larger disputes with their company’s buyers or creditors and the disputed ownership and control of multiple businesses. He has also served as counsel for court-appointed receivers, brought wrongful termination and compensation claims by executives and minority shareholders and addressed securities fraud claims, a partnership claim related to the development of a cellulosic ethanol plant, and a contract dispute involving information technology services. His efforts on behalf of his clients led to his recognition as one of Kansas and Missouri’s Rising Stars by Super Lawyers®.

Ari G. on ContractsCounsel
View Ari
Member Since:
November 28, 2022

Ari G.

Of Counsel
Free Consultation
Ann Arbor, MI
2 Yrs Experience
Licensed in MI
University of Michigan

Ari is a transactional attorney with substantial experience serving clients in regulated industries. He has worked extensively with companies in regulated state cannabis markets on developing governance documents (LLC operating agreements, corporate bylaws, etc...), as well as drafting and negotiating all manner of business and real estate contracts.

Evan F. on ContractsCounsel
View Evan
Member Since:
December 3, 2022

Evan F.

Attorney & Founding Member
Free Consultation
Livonia, MI
3 Yrs Experience
Licensed in MI
Wayne State University Law School

I am the Founding Member of Evan Ficaj Law Firm PLLC, and I am passionate about helping businesses launch, grow, and succeed. My law firm assists clients with business, contract, entertainment, IP, and estate planning matters.

Find the best lawyer for your project

Browse Lawyers Now
Learn About Contracts
See More Contracts
other helpful articles

How It Works

Post Your Project

Get Free Bids to Compare

Hire Your Lawyer


Want to speak to someone?

Get in touch below and we will schedule a time to connect!

Request a call

Find lawyers and attorneys by city