By S&S Co. Advocates & Solicitors · Published 28 September 2026 · Informational content, not legal advice: see our disclaimer
Overview
A practical guide for a brand owner licensing a trademark to a manufacturer, franchisee or distributor, and for the licensee itself, explaining the 'registered user' mechanism under the Trade Marks Act, why registering the licence matters even though it is not mandatory, and what the licence agreement should cover.
What You Need to Know
- Section 48 of the Trade Marks Act, 1999 defines a 'registered user' as a person, other than the registered proprietor, who has been granted permitted use of the mark and is registered as such under Section 49, with use limited to the scope of goods or services for which the mark is registered
- Registering the licence is not mandatory for the licence to be valid, an unregistered licence agreement is not void merely for want of registration, but registration carries a significant practical benefit: use of the mark by a registered user counts as use by the proprietor itself, protecting the mark against a non-use rectification or cancellation challenge
- To register, the registered proprietor and the proposed registered user must jointly apply on Form TM-U, supported by the licence agreement (or an affidavit setting out its particulars) covering the relationship between the parties, the goods or services covered, the duration of permitted use, and the territory
- A well-drafted trademark licence agreement should specify quality-control mechanisms, since the proprietor's ability to control the quality of goods sold under its mark is central to maintaining the mark's distinctiveness and reputation, alongside consideration/royalty terms, exclusivity, sub-licensing rights, and termination triggers
- Because unauthorised or uncontrolled use of a licensed mark can weaken the proprietor's rights or create confusion in the market, proprietors should build in periodic quality audits and clear termination rights for non-compliance rather than treating the licence as a one-time formality
- Licensees should equally confirm the scope of permitted use precisely, using a licensed mark outside the registered goods/services or territory exceeds the licence and can itself expose the licensee to an infringement claim from the very proprietor who granted the licence
Frequently Asked Questions
Is it mandatory to register a trademark licence as a 'registered user'?
No: an unregistered licence is not void for want of registration, but registering it lets the licensee's use count as use by the proprietor itself, protecting the mark against a non-use rectification challenge.
What form is used to register a trademark licence?
Form TM-U, filed jointly by the registered proprietor and the proposed registered user, supported by the licence agreement or an affidavit setting out its particulars.
What should a licence agreement cover besides royalty terms?
Quality-control mechanisms are central, since the proprietor's ability to control the quality of goods sold under its mark is what maintains the mark's distinctiveness: alongside exclusivity, sub-licensing rights and termination triggers.
References & Further Reading
This guide references the following statutes, rules and sources, cross-checked at the time of writing.
- Section 48 'registered user' definition and Section 49 registration procedure via Form TM-U: well-settled statutory framework, confirmed via TheLegalSchool, Mondaq and Vakilsearch guides at research time
- Registration not being mandatory for licence validity, but conferring non-use protection: confirmed via multiple practitioner sources including Mondaq's 'dichotomy of registered and permitted users' analysis at research time
- Quality-control as the doctrinal basis for licensing without abandoning distinctiveness: well-settled trademark-law principle, confirmed at research time
- See also our Intellectual Property Notable Judgments and Legal Updates: Intellectual Property archive.