NHS Big Tea – Brand Licence

1. Parties

• ASSOCIATION OF NHS CHARITIES a company incorporated in England and Wales under company number 12325259 whose registered office is at Suite 68 Lake View House, Wilton Drive, Warwick, CV34 6RG (the “Licensor”).
• The Member Charity that has agreed these terms and conditions (the “Licensee”)

2. Recitals

The Licensee wishes to use the Trade Mark in the Territory (as defined below) and the Licensor is willing to grant to the Licensee a licence to use the Trade Marks on the terms and conditions set out in this agreement.

3. Definitions

Brand Guidelines is a document setting out the rules for the use of the Trade Mark as issued by the Licensor from time to time;

Member Charity is an NHS charity that has paid the appropriate annual subscription and agreed to be a member of Association of NHS Charities;

NHS Big Tea is an annual fundraising activity created by the Licensor for which the Trade Mark is an integral element;

Trade Mark means the Mark set out in paragraph 12 below, and any related marks, brands, devices and get-ups of that Mark that may be notified in writing by the Licensor to the Licensee from time to time; and

Territory means the United Kingdom.

4. Grant

The Licensor hereby grants to the Licensee a non-exclusive, royalty free licence to use, to reproduce and apply the Trade Marks in relation to NHS Big Tea.

5. Use of the Trade Mark

The Licensee shall be entitled to use the Trade Mark:

• On printed materials 
• On offline and online advertising promoting the NHS Big Tea
• On its social media presence; and
• As otherwise agreed in writing by the

The Licensee may not directly, or through any third party, produce any commercial items for sale to the general public that feature the Trade Mark.

6. Sub-Licensing

The Licensee shall have no right to grant sub-licences.

The Licensee may work with third parties to promote the NHS Big Tea, but association with such third parties must not cause the Licensee to be in breach of paragraph 8 (Protection of the Brand).

7. Duration of the licence

The licence starts on the date these terms and conditions are agreed and ends on 1 August 2024 (“Licence Period”).

8. Protection of the Brand

The Licensee agrees only to use the Trade Mark and associated assets in accordance with the Brand Guidelines.

The Trade Mark may not be used in contexts that are in conflict with the Licensor’s or NHS values, or which conflict with the NHS Constitution or with the promotion of positive health messages.

In particular the following are prohibited:

• Party Political communications
• Anything that promotes the sale of alcohol, tobacco, or gambling
• Any use which could reasonably cause general offence
• Any association with HFSS (High Fat Salt and Sugar) products

Any use of the Trade Mark which in the reasonable opinion of the Licensor is in breach of these conditions will be notified to the Licensee which will be obliged to cease such use and remove, delete, or take down all examples.

9. Sharing of Information

It is a condition of this Licence that the Licensee completes a survey at the end of the Licence Period produced by the Licensor to gather insights into how the Trade Mark supports fundraising throughout the Territory.

Failure to complete the survey and provide the required information may result in future access to the Trade Mark being restricted.

10. Consequences of termination

At the end of the Licence Period (or following earlier termination of this Licence) the licensee must cease all use of the Trade Mark.

11. Governing Law

This agreement and any dispute or claim arising out of or in connection with it or its subject matter shall be governed by and construed in accordance with the law of England and Wales and the parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim.

12. The Trade Mark