Glossary
French: contrat de cession de marque
A trademark assignment agreement (contrat de cession de marque) transfers ownership of a trademark. It is a contract signed by the assignor (cédant) and the assignee (cessionnaire).
The assignment may cover one or several marks, and it may be partial: a mark can be assigned for only part of the goods and services it covers, with the assignor keeping the rest. The contract can also include the transfer of the priority right attached to a mark — relevant when the assignee intends to extend protection abroad within the six-month Paris Convention window.
To be enforceable against third parties (opposable aux tiers), the assignment must be recorded with the INPI or the EUIPO. This is the French/EU analog of recording an assignment with the USPTO, and it carries the same practical consequences: an unrecorded assignee may be unable to assert the mark against third parties or appear as owner in proceedings.
US law treats a trademark as inseparable from its goodwill — an “assignment in gross” without the associated goodwill is invalid. French and EU practice does not police assignments through a goodwill requirement in the same way, so assignment mechanics are generally simpler; the critical formality is the recordal described above.
See also: trademark owner, applicant, INPI, EUIPO.