Brand Policy Compliance

The question

Most brand problems in a distribution network are not deliberate. A distributor still uses the old logo. A reseller rewrites product descriptions and ends up making claims the product cannot support. A partner registers a domain name containing your mark and uses it for a shop you never approved.

You have brand guidelines, but you cannot tell who follows them, and the contract you signed may not give you a clear way to insist. The question is how to turn a brand manual into obligations that can be checked and enforced, without damaging commercial relationships.

Typical triggers are a new distribution network, a rebrand that partners have to adopt, a partner found selling outside its territory, or an acquisition that brings licences with unknown terms. In each case the starting question is the same: what exactly did the partner agree to, and can we show it?

Our approach

The contract comes first. We review your distribution, reseller and licence agreements and check whether they define what the partner may do: the licensed marks, territories and channels, the quality standards, the brand guidelines that apply, reporting and audit rights, and the consequences of a breach. A trademark licence also has a legal side. A licensee's use of the mark must be controlled, otherwise the quality and origin function of the mark can suffer. The knowledge base article on distribution and reseller agreements sets out what these clauses normally contain.

Competition law sets limits. Restrictions on how and where a reseller may sell online are only allowed within the boundaries of the Vertical Block Exemption Regulation (EU) 2022/720, so brand rules have to be drafted with that in mind.

Once the contract is in order, the duties of each party can be followed. Our rights and obligations register extracts the duties from the signed contract, each with the clause it comes from, has a person confirm them, and then follows deadlines such as reporting dates, notice periods and review points with reminders.

Next comes monitoring. Our online brand monitoring looks for the places where partners step outside the rules online: domain names containing your mark, sites and marketplace listings using outdated or modified logos, and sales channels you have not authorised. The background article on brand monitoring explains how detections are scored and reviewed. Authorised sellers can be recognised, so the attention goes to real deviations.

When a deviation is found, the response is graduated. We usually begin with an informal note that points to the exact problem and supplies the correct materials, which solves most cases. If it persists, we send a formal notice under the contract, then suspend commercial terms, and as a last step terminate. The steps are agreed in the contract beforehand, so that the response is proportionate and defensible.

Physical channels are covered by contractual means: audit rights, reporting duties and, where useful, test purchases.

What you get

• A review of your existing partner agreements, with a list of gaps and proposed amendments.
• Brand guidelines translated into contract terms and a short rulebook partners can apply.
• A register of partner duties and dates that is kept current.
• Monitoring of online use of your marks by partners and third parties, with attorney review of what is flagged.
• A defined escalation path and the letters and notices to follow it, in English, Dutch, French or German.

A programme of this kind can be extended market by market. We keep a consistent core standard and adapt the points that differ by country, such as advertising claims and labelling.

A short scenario: a European bicycle maker sells through forty dealers. After a rebrand, monitoring shows eleven dealer sites still using the old logo and two dealers selling on a marketplace, which the agreement does not allow. The register shows that the rebrand deadline in the dealer agreements was three months. We send an informal note with the new assets to the eleven, a formal notice to the two marketplace sellers, and propose a clearer online sales clause for the next renewal.

Next step

Tell us which partner agreements you have and where you suspect deviations. We will review a sample and show what a workable compliance framework would look like.

Schedule a meeting or contact us.