GS1 is helping industry to migrate from 1D (linear barcodes) to 2D (QR Codes Powered by GS1). GS1 is running an early adoption programme in four countries, including the UK (the “Programme”). As part of the Programme, GS1 UK Members have the option to use QR Codes Powered by GS1 on Member Products, pursuant to the licence granted under clause 5.2 of the Framework Agreement (as defined below), in combination with the GS1 UK registered trade mark ‘GS1’ (the “Trade Mark”). This trade mark licence agreement sets out the Member’s rights and obligations in respect of the use of the Trade Mark with QR Codes Powered by GS1 during the Programme.

Any term used in this agreement but not otherwise defined shall have the same meaning as set out in the Framework Agreement between GS1 UK Ltd and the Member (the “Framework Agreement”).

Pursuant to clause 10.1 of the Framework Agreement, GS1 UK hereby grants to each Member for the Term a non-exclusive, non-sublicensable, royalty-free licence to use the Trade Mark on Member Products which feature QR Codes Powered by GS1 in accordance with the licence granted under clause 5.2 of the Framework Agreement, on condition that such Member complies with the terms of this agreement and the GS1 design guidelines.

This licence shall be effective from the date stated at the top of this agreement (the “Effective Date”), and shall remain in force until 30 June 2026 (“the Term”), unless terminated earlier. GS1 UK may renew this licence for subsequent one-year periods upon written notice to the Members.

Any use by a Member of the Trade Mark on, with or in proximity to QR Codes Powered by GS1 must comply with the “GS1 UK QR Codes Powered by GS1 design guidelines”. A copy of the current guidelines is set out in Annex 1.
GS1 UK may update the design guidelines from time to time on reasonable notice.

The Member is solely responsible for the information provided to third parties via the QR Codes Powered by GS1 allocated to Member Products. The Member shall indemnify GS1 UK and its parent company (GS1 AISBL) against any claims or legal actions that may be brought against them in this regard.

The Member shall also indemnify GS1 UK and GS1 AISBL against any demands, claims, or actions brought against GS1 UK and/or GS1 AISBL due to any defects in the Member Products on which the Trade Mark is featured.

The Member shall, at its own expense, at least once in every six months and at any time on GS1 UK’s request, supply to GS1 a reasonable number of samples of packaging of Member Products which feature QR Codes Powered by GS1, to enable GS1 to assess compliance with this agreement.

The Member shall permit GS1 UK at all reasonable times and on reasonable notice to enter any premises used for the storage or sale of the Member Products to inspect any Member Products which feature QR Codes Powered by GS1, in order to assess compliance with this agreement.

The Member shall notify GS1 UK as soon as practicable at company.secretary@gs1uk.org of any suspected unauthorised use of the Trade Mark (or any confusingly similar mark) of which it becomes aware, and shall provide GS1 UK with such documents, information and assistance as it can in relation to any such use.

If the Member commits a material breach of any term of this agreement or the Framework Agreement or the GS1 prefix/number issuance terms, and (if such breach is remediable) fails to remedy that breach within a period of fourteen (14) days after being notified in writing to do so, GS1 UK may terminate this agreement with immediate effect by giving written notice to the Member.

The Member shall not:

1. sub-license, assign or transfer its rights under this agreement; or
2. use, register or apply to register any trade mark which contains “GS1”, any GS1 UK Trade Mark or anything confusingly similar, anywhere in the world;
3. mark or anything confusingly similar, anywhere in the world.

The Trade Mark is not a certification mark.

GS1 UK shall be entitled to vary any term of this agreement on giving not less than 45 days’ written notice to the Member.

GS1 UK shall have the right to terminate this agreement:

1. on giving not less than thirty (30) days’ written notice to the Member;  
2. immediately on written notice if the agreement with GS1 AISBL which governs this Programme is terminated; or
3. immediately on written notice if the Member ceases to qualify for Membership.

If GS1 UK terminates this agreement under this clause, the Member may continue to sell its Member.