Trademark Franchise and Licence Agreements in India

Franchising your brand, or signing up as a franchisee? The agreement decides who controls the brand, who pays what, where each party can operate and what happens if things go wrong. Our IPR team drafts and reviews franchise and trademark licence agreements that protect your brand and your business.

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Important Points to Note

  • India has no single franchise law, so your rights depend almost entirely on what the agreement says.
  • The trademark licence is at the heart of every franchise. Register your trademark before you franchise.
  • Quality-control clauses protect both the brand's reputation and the validity of the trademark.
  • We act for franchisors and franchisees, and for brand owners licensing their trademark without a full franchise.

How We Can Help

For Franchisors

  • Draft a franchise agreement based on your business model
  • Set out brand standards, fees, territory and exit terms
  • Check that your trademarks are registered in the right classes
  • Prepare a template you can reuse for each new franchisee

For Franchisees

  • Review the franchisor's agreement clause by clause
  • Check that the franchisor owns or has registered the brand
  • Flag risks in fees, territory, non-compete and termination
  • Suggest changes to negotiate before you sign

Trademark Licence Agreements

Not a full franchise? If you want to let another business, a manufacturer or a group company use your brand, we draft a trademark licence agreement covering scope, royalty, quality control and termination, and can record the licensee as a registered user with the Trade Marks Registry if needed.

How It Works

Share Your Requirements

Tell us about your brand, your business model and whether you are the franchisor or franchisee, using the form on this page.

Trademark Check

We check the status of the trademarks involved on the IP India records, and flag any gaps in registration or classes.

Draft or Review

We draft the agreement, or review the one you have received, and explain each key clause in plain language.

Revisions

We revise the draft based on your feedback and the other side's comments.

Final Agreement

You receive the final agreement ready for stamping and signing.

Key Clauses in a Franchise Agreement

Every agreement is different, but these are the clauses that matter most, and the ones we review most closely.

ClauseWhat it covers
Grant of rightsWhich trademarks, logos and trade dress the franchisee may use, and whether the licence is exclusive or non-exclusive.
TerritoryThe area, city or outlets the franchisee may operate in, and any protected radius around each outlet.
Term and renewalHow long the agreement runs, and the conditions for renewing it.
Fees and royaltiesThe initial franchise fee, ongoing royalty (fixed or a percentage of sales), marketing contributions and payment terms.
Brand standards and quality controlOperating manuals, approved suppliers, inspections and audits that keep the brand consistent. Quality control also protects the trademark itself.
Training and supportWhat the franchisor provides at launch and on an ongoing basis.
Confidentiality and know-howProtection for recipes, processes, software and other business secrets.
Non-competeWhat the franchisee may not do during the term, framed so that it remains enforceable.
Termination and exitGrounds for termination, notice periods, de-branding, return of materials and what happens to outlets and stock.
Dispute resolutionGoverning law, jurisdiction and arbitration.

Laws That Apply to Franchising in India

India does not have a dedicated franchise statute. Instead, a franchise relationship is shaped by several laws:

  • Indian Contract Act, 1872: the agreement itself, including enforceability of non-compete and termination clauses.
  • Trade Marks Act, 1999: ownership, licensing and protection of the brand, including registered users.
  • Copyright Act, 1957: operating manuals, designs, software and marketing material.
  • Competition Act, 2002: restrictions such as exclusive supply or resale price conditions.
  • FEMA and RBI rules: fees and royalties paid to or from a foreign franchisor.
  • State stamp laws: the stamp duty payable on the agreement.

For a deeper look, read our guide to franchise agreements in India.

Before You Franchise: Protect Your Trademark

Your brand is what a franchisee pays for. If it is not registered, a franchisee or competitor may be able to challenge your rights, and enforcing the agreement becomes harder.

Why Choose Law Certis?

  • IPR focus since 2013: trademarks are at the centre of every franchise, and they are our core practice.

  • Brand and agreement together: we check and register the trademarks as well as drafting the agreement.

  • Plain-language advice: we explain what each clause means for you, not just what it says.

  • Pune-based, serving all of India: everything can be done online, by phone and by email.

Trademark Franchise Agreement: FAQs

It is a contract in which the owner of a brand (the franchisor) allows another business (the franchisee) to use its trademarks and business system, usually in return for a franchise fee and royalties. The trademark licence is at the heart of it.

No. India has no single franchise law. Franchise agreements are governed mainly by the Indian Contract Act, 1872, the Trade Marks Act, 1999, the Copyright Act, 1957 and the Competition Act, 2002, and by FEMA when payments cross borders. That is why the agreement itself needs to be carefully drafted.

Yes, ideally. A registered trademark is far easier to license and enforce, and franchisees often ask for proof of registration before signing. If your application is still pending, the agreement can license the applied-for mark and address what happens if registration is refused.

It is not mandatory. Under the Trade Marks Act, 1999, use by a licensee under the owner's control counts as permitted use. Recording a registered user with the Trade Marks Registry is optional but can help in some situations, such as infringement action.

A trademark licence only permits use of the brand. A franchise agreement goes further: it licenses the brand together with a business system, training, supply arrangements and operating standards.

Yes. If you are signing a franchise agreement, we review it, explain the risks and suggest changes to fees, territory, exit terms and other key clauses before you sign.

Yes. The agreement must be stamped according to the stamp law of the state where it is executed. The amount depends on the state and the terms of the agreement.

It depends on the business model, the number of territories and whether we are drafting or reviewing. Share your details using the form on this page and we will send you a quote.

About Law Certis Consulting

We have been working in the field of Intellectual Property Rights in India since 2013. Though, our office is located in Pune, Maharashtra, we have served clients from all over India and abroad.

We have successfully established our goodwill in the market even after facing competition from heavily funded organizations due to our discipline and policies which we have evolved through experience in this industry.

Please be rest assured that you are giving the work to one of the best service providers in the market.

  • 3000+ Trademark registrations
  • All India instant online service
  • Free expert guidance and analysis
  • All trademark services at one-stop
  • Trademark filing in 24 hours
  • Transparent pricing and service
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Niyati Puri

Consulted for Trademark Registration, Hyderabad

My experience with Law Certis Consulting was very good, they were very helpful, and guided me through the trademark process swiftly, and Law Certis Consulting ensures good quality of work done on time which is very important.

Ramamurthy Krishna

PVT LTD Company formation, Chennai

Customer friendly, Hassle free, takes away the burden of registering company and related work. highly professional. i will recommend to any one.

Jayakanth Jagannathan

Received Trademark Registration Service, Tamil Nadu

I have done TM registration with Law Certis twice - 2017 and now. The services were exceptional and have indepth knowledge in their domain. The process was smooth and able to guide well. Keep it up guys!

Vikram

Received IPR Consultation

Any legal problems are properly guided and taken care of as personally I am very happy with their work, its prompt and upto date.

Andalbhaskar Sadaranga

Successfully Registered Copyright

I highly recommend this Law Certis Consulting for Copyright Registration. I have applied copyrights for my books in different languages. I am thoroughly impressed with their services, I thank for guiding me through the procedure from start to end. They handled all my paperwork and kept me informed every step. Thanks for your support.

Hitesh Badala

Trademark Registration, Udaipur

We are very happy with the service we received

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