Company Letterhead
{{company_name}}
{{company_address}}
Phone: {{phone}}
Email: {{email}}
Website: {{website}}
Co-Branding Agreement
This Co-Branding Agreement (the "Agreement") is made and entered into as of {{date_of_agreement}} (the "Effective Date"), by and between:
{{Company_A_name}}, a company duly organized and existing under the laws of {{Company_A_jurisdiction}}, with its principal place of business at {{Company_A_address}} (hereinafter referred to as "Company A"), and
{{Company_B_name}}, a company duly organized and existing under the laws of {{Company_B_jurisdiction}}, with its principal place of business at {{Company_B_address}} (hereinafter referred to as "Company B").
Company A and Company B are hereinafter collectively referred to as the "Parties" and individually as a "Party."
1. Purpose of Agreement
The Parties wish to collaborate on a co-branding initiative (the "Co-Branding Initiative") to promote and market certain {{products_services_description}} (the "Co-Branded Products/Services") under a shared brand, combining their respective strengths and resources.
2. Scope of Co-Branding Initiative
2.1. The scope of the Co-Branding Initiative shall include, but not be limited to, the following activities:
a) Joint marketing and promotional campaigns for the Co-Branded Products/Services.
b) Development and use of co-branded marketing materials, including {{marketing_materials_examples}}.
c) Integration of {{Company_A_brand_elements}} with {{Company_B_brand_elements}} in the Co-Branded Products/Services.
d) Any other activities mutually agreed upon by the Parties in writing.
3. Brand Usage and Guidelines
3.1. Each Party shall retain all rights, title, and interest in and to their respective brands, trademarks, logos, and intellectual property (the "Individual Brands").
3.2. The Parties shall jointly develop and agree upon a co-branded logo and brand guidelines (the "Co-Brand Guidelines") for the Co-Branded Products/Services. These Co-Brand Guidelines shall be incorporated as Schedule A to this Agreement.
3.3. Each Party grants the other Party a non-exclusive, non-transferable, royalty-free license to use its Individual Brand solely for the purpose of the Co-Branding Initiative and in accordance with the Co-Brand Guidelines.
3.4. Neither Party shall use the other Party's Individual Brand in any manner that may be derogatory, misleading, or otherwise damaging to the other Party's reputation or goodwill.
4. Marketing and Promotional Activities
4.1. The Parties shall jointly plan and execute marketing and promotional activities for the Co-Branded Products/Services. A detailed marketing plan, including responsibilities and budget, shall be developed and mutually agreed upon by the Parties and attached as Schedule B.
4.2. Each Party shall be responsible for its own costs associated with marketing and promotion, unless otherwise agreed upon in writing.
4.3. All marketing and promotional materials bearing the co-brand shall be subject to the prior written approval of both Parties.
5. Financial Arrangements
5.1. The financial arrangements for the Co-Branding Initiative, including revenue sharing, cost allocation, and any other financial considerations, shall be detailed in Schedule C and agreed upon by both Parties.
5.2. Payments shall be made in {{currency}} within {{number_of_days}} days of receiving a valid invoice.
6. Term and Termination
6.1. This Agreement shall commence on the Effective Date and continue for a period of {{term_length}} years/months, unless terminated earlier in accordance with the provisions herein.
6.2. Either Party may terminate this Agreement upon written notice to the other Party if the other Party materially breaches any of its obligations hereunder and fails to cure such breach within {{cure_period_days}} days after receiving written notice thereof.
6.3. Upon termination of this Agreement, the Parties shall cease all use of the co-brand and promptly return or destroy all co-branded materials in their possession or control.
7. Confidentiality
7.1. Each Party acknowledges that it may have access to confidential and proprietary information of the other Party in connection with the Co-Branding Initiative. Each Party agrees to maintain the confidentiality of such information and not to disclose it to any third party without the prior written consent of the disclosing Party.
7.2. Confidential information shall include, but not be limited to, {{examples_of_confidential_information}}.
8. Governing Law and Dispute Resolution
8.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_law_jurisdiction}}.
8.2. Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by arbitration in accordance with the rules of the {{arbitration_institution}}.
8.3. The seat of the arbitration shall be {{arbitration_city}}, {{arbitration_country}}. The language of the arbitration shall be English.
9. Entire Agreement
This Agreement, together with its Schedules, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, inducements, and conditions, express or implied, oral or written, of any nature whatsoever with respect to the subject matter hereof.
Signature Block
IN WITNESS WHEREOF, the Parties have executed this Co-Branding Agreement as of the Effective Date.
FOR COMPANY A:
_____________________________
Name: {{Company_A_authorized_signatory_name}}
Title: {{Company_A_authorized_signatory_title}}
Date: {{signature_date}}
FOR COMPANY B:
_____________________________
Name: {{Company_B_authorized_signatory_name}}
Title: {{Company_B_authorized_signatory_title}}
Date: {{signature_date}}
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