Non-use of names: Overview, definition, and example
What is non-use of names?
Non-use of names refers to a contractual agreement or provision that prohibits one party from using the name, trademark, logo, or likeness of another party without permission. This provision is typically included in business, licensing, and partnership agreements to prevent unauthorized use of intellectual property, ensuring that a party’s name or brand is not misrepresented or used in ways that could harm its reputation or imply endorsement without consent.
For example, a company may include a non-use of names clause in a licensing agreement to prevent its logo from being used on products it does not endorse.
Why is non-use of names important?
Non-use of names is important because it protects the intellectual property rights of individuals or companies, ensuring that their names, brands, or likenesses are not used inappropriately or without authorization. It also helps prevent the risk of confusion among consumers, misrepresentation, or dilution of the brand’s reputation. For businesses, maintaining control over how their name or logo is used is crucial to preserving brand integrity and preventing unauthorized endorsements or associations.
For individuals, particularly celebrities or public figures, a non-use of names clause can prevent their name or likeness from being used for commercial purposes without their approval, protecting their privacy and reputation.
Understanding non-use of names through an example
Imagine a popular fitness brand enters into a sponsorship deal with a celebrity trainer. The contract includes a non-use of names clause, ensuring that the trainer’s name and image cannot be used by the brand in advertising or promotional materials without prior approval. This prevents the trainer’s name from being associated with products the trainer doesn’t endorse or without the trainer’s consent.
In another scenario, a software company licenses its technology to a third party but includes a non-use of names clause to prevent the third party from using the company's brand name or logo in marketing materials related to the software, unless explicitly authorized. This ensures that the company’s name is not associated with products or services the company does not wish to endorse.
An example of a non-use of names clause
Here’s how a clause like this might appear in a contract:
“The Licensee agrees not to use the name, trademark, logo, or likeness of the Licensor in any advertisements, promotional materials, or otherwise, without prior written consent from the Licensor. This restriction applies to all forms of media and includes any use that could imply endorsement or association with the Licensor’s products or services.”
Conclusion
Non-use of names is an important legal provision that helps protect the intellectual property and reputation of individuals or businesses. By ensuring that a party’s name, brand, or likeness is not used without permission, this clause prevents unauthorized associations, endorsements, and potential brand dilution. For businesses and individuals alike, having a non-use of names clause in agreements provides control over how their name or image is used in commercial contexts.
This article contains general legal information and does not contain legal advice. Cobrief is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.