Free Assignment of Trade Name

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Assignment of Trade Name

Trade Details

What is the trade name?

Name:

Is the trade name registered?

YesNo

Specify Details:

(e.g. place of registration and any registration number)

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Assignment of Trade Name

THIS ASSIGNMENT OF TRADE NAME (the "Assignment") dated this ________ day of ________________, ________.

BETWEEN

__________ of __________

(the "Assignor")

- and -

__________ of __________

(the "Assignee")

Trade Name:
Trade Name: __________
Registration Details:
Assignment
In consideration of _______________ (the "Price"), the receipt and sufficiency of which is hereby acknowledged, the Assignor does sell, assign and transfer to the Assignee the Trade Name, together with that portion of the good will of the business with which the Trade Name is associated, and all right, title and interest in the Trade Name, including, but not limited to, the right to use the Trade Name, register the Trade Name and to renew registration of the Trade Name.
The Price is payable in U.S. dollars and is payable on the signing of this Agreement.
Governing Law
The Assignor and the Assignee submit to the jurisdiction of the courts of the State of California for the enforcement of this Assignment or any arbitration award or decision arising from this Assignment. This Assignment will be enforced or construed according to the laws of the State of California.
Miscellaneous
Time is of the essence in this Assignment.
This Assignment may be executed in counterparts. Facsimile signatures are binding and are considered to be original signatures.
Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Assignment. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in the neuter gender include the masculine gender and the feminine gender and vice versa.
This Assignment and the terms and conditions contained in this Assignment apply to and are binding upon the Assignor, the Assignee and their respective successors, assigns, executors, administrators, beneficiaries, and representatives.

Acknowledged before me on this ________ day of ________________, ________.

_____________________________
__________
(Assignor)

_____________________________
__________
(Assignee)

NOTARY ACKNOWLEDGMENT - ASSIGNOR

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA

COUNTY OF _________________

On this ________ day of ________________, ________, before me, ____________________ personally appeared: __________, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

___________________________
Notary Public

___________________________
(print name)

NOTARY ACKNOWLEDGMENT - ASSIGNEE

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Last updated November 8, 2023

Written by

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Kyle Adam, BComm

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What is an Assignment of Trade Name?

An Assignment of Trade Name legally transfers the ownership and rights of a trade name from one business entity to another.

This transfer may occur for various reasons, such as the sale of a business, a change in business structure, or the rebranding of a company.

Reminder: A trade name is the public-facing name under which a business operates and interacts with customers, while the legal name is the official one that appears on government and legal forms.

A trade name is a type of intellectual property and is also known as a DBA (doing business as) name. Often, a business’s trade name differs from its legal name.

Suppose a wedding photographer named Alex operates her business as a sole proprietorship. She registers her business under her legal name, Alex Smith. However, when marketing her business to clients, she uses a trade name (e.g., Eternal Moments Photography).

Parties to an Assignment of Trade Name

There are two parties involved in an Assignment of Trade Name: the assignor and the assignee. Here’s what each role means:

The assignor is the party transferring ownership of a trade name.
The assignee is the party receiving ownership of a trade name.

Assignors and assignees can be individuals, organizations, or corporations. Also, there can be multiple assignors or assignees.

The purpose of an Assignment of Trade Name

An Assignment of Trade Name serves several important purposes, including the following:

Records the legal transfer of ownership: The primary purpose of an assignment form is to facilitate and record a trade name’s ownership transfer to a new owner.
Ensures compliance with regulations: Some jurisdictions require the formal assignment of a trade name to be recorded by the appropriate government agency.
Protects both parties’ rights and interests: An assignment form ensures the assignor is no longer responsible for the trade name and the assignee has the legal right to use it.
Provides clarity about the transaction: The document outlines the terms and conditions of the transfer, including any financial considerations.
Helps enforce trademark rights: If a trade name is also registered as a trademark, the Assignment of Trade Name can help the assignee enforce the trademark rights.
Helps the assignee complete due diligence: In cases where a business is being bought, the Assignment of Trade Name is a crucial component of due diligence because it ensures the buyer obtains all the rights connected to the trade name.

How to write an Assignment of Trade Name

To create an Assignment of Trade Name, complete the following steps:

1. Provide assignor and assignee information

List the names and addresses of both the assignor and assignee. Generally, you should use a party’s legal name. If you’re assigning a trade name to a business, use a business address, if possible.

2. Provide details about the trade name

Next, state the trade name that’s being transferred and specify whether it’s registered.

If the trade name is registered, specify the place of registration and a registration number.

3. State the price of the assignment

Besides stating the price of the assignment, specify when it’s payable. A price could be payable upon execution of the assignment document, a specified date, or another event.

4. Add additional clauses (if necessary)

It’s likely unnecessary, but you may add additional clauses to your Assignment of Trade Name. For example, if you want to make the assignment conditional, you may add a clause that outlines the conditions.

5. Sign the assignment

To make an Assignment of Trade Name binding, both the assignor and assignee must sign it. The parties may also get the Assignment of Trade Name notarized by signing it in front of a notary public.

Once it’s signed, you may also have to register the assignment with the appropriate government office.

Do I need to register an Assignment of Trade Name?

Having to register an Assignment of Trade Name depends on whether a trade name is registered in the first place. Let’s break it down:

Registered trade names: If a trade name is registered, an assignee may have to register the assignment form with the appropriate office.
Unregistered trade names: If a trade name is unregistered, you may not have to register the assignment.

Does a Trade Name Assignment need to be notarized?

Notarizing an Assignment of Trade Name can be beneficial because it:

Verifies the assignor’s and assignee’s identities and signatures
Confirms that each party is signing the agreement voluntarily
Confirms that everyone is competent to understand the content of the agreement

Notarizing an Assignment of Trade Name may not be compulsory, but it can add a layer of protection and credibility to the document. If you want your document notarized, consider using our Online Notary service.