Party 1 Full name of the entity: Commercial register number: Tax ID: Address of the headquarters: Name of the authorized legal representative signing: Title of the representative (Manager/Authorized): Phone: Email: | Party 2 Full name of the entity: Commercial register number: Tax ID: Address of the headquarters: Name of the authorized legal representative signing: Title of the representative (Manager/Authorized): Phone: Email: |
This contract is made between the two parties whose complete details are provided in the attached contracting form, hereinafter referred to as "the First Party" (the transferor / current owner of the trademark) and "the Second Party" (the transferee / acquirer of the trademark), collectively referred to as "the Parties." In accordance with the provisions of the Egyptian Civil Law No. 131 of 1948, the Intellectual Property Rights Protection Law No. 82 of 2002 (specifically Articles 55-62 regarding trademarks), the Trademark Law No. 45 of 2002, the Commercial Law No. 17 of 1999, the Personal Data Protection Law No. 151 of 2020, and the applicable laws and regulations in the Arab Republic of Egypt, this agreement aims to regulate the process of transferring the trademark between the First Party (the transferor / current owner of the trademark) and the Second Party (the transferee / acquirer of the trademark), whereby the transferor hereby transfers all his rights and interests in the registered trademark (including the name, logo, design, colors, and any other elements that distinguish the trademark, and all associated rights) to the transferee, in exchange for an agreed financial consideration, while specifying the obligations of the transferor to register the transfer in the official trademark registry, and to ensure that the trademark is free from any disputes, mortgages, or liabilities, as well as the terms of compensation and penalties, and the rights of termination and cancellation, all within a framework of transparency and adherence to the highest standards of intellectual property protection and the governing laws in the Arab Republic of Egypt. The parties have agreed to the following:
Article (1) Definitions of the Contract
1- The following words and phrases - wherever mentioned in this agreement - shall have the meanings ascribed to each of them, unless the context requires a different meaning:
2- The contract: refers to this trademark assignment agreement in its entirety along with its terms and appendices, and its preamble shall be considered an integral part thereof.
3- The assignor: the first party to this contract, who is the current legal owner of the registered trademark, transferring ownership to the assignee.
4- The assignee: the second party to this contract, who is the natural or legal person acquiring ownership of the trademark from the assignor.
5- The trademark: the registered trademark being assigned, detailed in Appendix (1) of this contract, including the name, logo, design, colors, symbols, and any other elements that distinguish the mark, and all associated rights (including the right to register the mark, the right to exploit it, the right to license it to others, and the right to defend it against infringements).
6- Trademark registration certificate: the official document issued by the relevant trademark office, which proves the ownership of the trademark.
7- Assignment value: the financial amount that the assignee undertakes to pay the assignor in exchange for the assignment of the trademark, as specified in Article (5) of this contract.
8- Registration of the assignment: the process of registering the assignment of the trademark in the official trademark registry with the relevant authority (the trademark office in the Arab Republic of Egypt, or any other authority within the geographical scope of the mark), so that the assignee becomes the legally registered owner of the mark.
9- Liens and obligations: any third-party rights on the trademark (lien, privilege, prior license, or any other obligation), which must be cleared by the assignor before the transfer of ownership.
10- Geographical scope of the mark: the countries or regions where the trademark has been registered, which are being assigned under this contract.
11- Related parties: includes subsidiaries, parent companies, sister companies, as well as directors, employees, contractors, consultants, agents, and representatives.
Article (2) Subject of the Contract and the Trademark Subject to Assignment
1- Firstly: The Trademark Subject to Assignment:
2- The Assignor assigns to the Assignee the ownership of the following trademark, detailed in Appendix (1) of this contract:
3- Trademark Name:
4- Registration Number of the Trademark:
5- Registration Date:
6- Expiration Date of Registration:
7- Description of the Trademark:
8- Class of the Trademark according to the International Classification (Nice):
9- Registered Products/Services under the Trademark:
10- Geographic Scope of Registration:
11- Image of the Trademark: Attached in Appendix (1) of this contract.
12- Certificate of Trademark Registration: Attached in Appendix (2) of this contract.
13- Secondly: Scope of Assignment:
14- The assignment includes all intellectual property rights related to the trademark, including but not limited to:
15- The right to register the trademark in the official registry.
16- The right to commercially exploit the trademark (manufacturing, selling, marketing, distributing, and importing and exporting).