Instructions for Filling Out the Online Trademark Agreement:
This online form replaces the pdf Trademark Agreement that we have used in years past. By filling out and signing this online letter form, you are agreeing to follow the terms outlined in this agreement. Even if you have filled out a Trademark Agreement in the past, we still need you to fill out this form for this year to use the logos. Please note that the link to the dropbox containing the logos will be on the Thank You page that appears once you have completed and submitted the form.
Dear [YOUR NAME],
This letter agreement sets forth our understanding with respect to the proposed use by [LICENSEE PROPER LEGAL NAME / ORGANIZATION'S LEGAL NAME/ YOUR LEGAL NAME] of the marks set forth in the attached Exhibit A (the Licensed Marks). Vital Voices Global Partnership, a Delaware non-profit corporation (Vital Voices), owns all right, title and interest as well as all goodwill connected with the Licensed Marks, and has the exclusive right to license others to use the Licensed Marks. Both Vital Voices and the Licensee wish to enter into a license agreement under terms and conditions that will protect the reputation of Vital Voices and the goodwill and value of the Licensed Marks, as well as to assure the Licensee’s ability to use the Licensed Marks in a manner consistent with this letter agreement. Therefore, we agree as follows:
1. Vital Voices hereby grants Licensee a non-transferable, non-exclusive, royalty-free license within [TERRITORY OF USE/ COUNTRY OF WALK] to use the Licensed Marks in accordance with standards of quality approved by Vital Voices. This agreement governs the use of marks in [TERRITORY OF USE/ COUNTRY OF WALK] only and does not affect the rights of Vital Voices in and to the same or similar marks in other countries, territories, and jurisdictions.
2. We agree that Vital Voices has the right to control the nature and quality of the information, goods and services offered under the Licensed Marks. To this end, Licensee agrees to maintain the quality of information, goods and services it offers under the Licensed Marks at a level that is consistent with the quality of information, goods and services which Vital Voices currently offers, and Vital Voices acknowledges that said quality is acceptable.
3. Vital Voices reserves the right to require Licensee from time to time to submit samples of informational materials, web pages, or other documents using the Licensed Marks. Licensee shall permit authorized representatives of Vital Voices to inspect, during regular business hours and upon reasonable prior notice, the records and documents of Licensee which relate to the Licensed Marks and information, goods and services offered thereunder, and Licensee shall cooperate with Vital Voices during periodic interviews of or conversations with Licensee’s representatives held in order to assure that Licensee is offering information, goods and services under the Licensed Marks that are in conformity with quality standards and specifications acceptable to Vital Voices. Vital Voices shall advise Licensee of any discrepancies in quality or adherence to specifications and Licensee, upon receipt of such advice, hereby agrees to promptly correct any discrepancies to the satisfaction of Vital Voices.
4. Licensee agrees that all use by it of the Licensed Marks shall inure to the sole benefit of Vital Voices.
5. Licensee will at no time do, or knowingly permit to be done, any act that would in any way impair the rights of Vital Voices in and to the Licensed Marks; that would affect the validity of the Licensed Marks; or that would depreciate the value or reputation of the Licensed Marks.
6. Licensee will protect and promote Vital Voices’ goodwill and reputation and will avoid any activity detrimental to Vital Voices’ interests, reputation, Licensed Marks, and goodwill.
7. This Agreement shall commence as of the date this letter agreement and shall continue for a period of one (1) year, unless terminated upon 60-days’ written notice or 10-days’ written notice of a material breach that remains uncured for any notice period, if any is offered. All notices must be sent by express delivery service to the Licensee at its addresses above, or such other address as it may identify upon reasonable prior written notice to Vital Voices. Notice shall be deemed given upon receipt.
8. We both acknowledge that this letter agreement contains the full and complete understanding of the parties regarding the subject matter hereof, and supersedes all prior and contemporaneous agreements and understandings, whether written or oral. No waiver, alteration or modification of any provision of this letter agreement will be binding unless in writing and signed by Vital Voices and Licensee. The parties further acknowledge and agree that this Agreement shall be governed by, construed under, and enforced in accord with the laws of the District of Columbia, without regard to its conflict of laws provisions. The parties hereby consent to the exclusive jurisdiction of the local or federal courts sitting in the District of Columbia in all matters arising out of this letter agreement.
If all of the foregoing is consistent with your understanding of our arrangement and you agree, please so
indicate by counter-signing this letter agreement and returning an original to me for our records.
Sincerely,
Sara Vandepeute
Vital Voices Global Partnership
VP of Finance and Administration