What to Check in a China Trademark Agency Contract

Two documents stand behind a China trademark filing

When a foreign brand files in China, the paperwork that reaches CNIPA is short: an authorisation, an application form, a specimen, a business document. The paperwork that never reaches CNIPA is longer — the engagement contract with the Chinese agent who signs those forms on your behalf. That contract is where the working deadlines, the fee breakdown, the confidentiality terms and the route for disputes actually live.

Two separate instruments are involved. The power of attorney is the authorisation the office itself requires: a short, tick-box document that lets an agent file and correspond for you. The engagement contract is the commercial agreement — what the agent will do, by when, at what price, and what happens if something goes wrong. Signing the first without agreeing the second is common, and it is where most avoidable friction starts.

In January 2025, CNIPA's Intellectual Property Application Promotion Department, working with the All-China Patent Attorneys Association and the China Trademark Association, published model texts for both kinds of engagement: one for patent agency work, one for trademark agency work. For foreign applicants the most useful feature of the trademark model text is a boundary it draws — and it is a boundary most clients never hear about.

What the model engagement contracts contain

CNIPA's published interpretation gives the background in three parts. The first is that a written contract is already expected in this relationship: the regulations covering patent agency require a written engagement contract when instructions are accepted, and the provisions supervising trademark agency require a signed agency contract setting out the rights and obligations of both sides. The second is protection of both parties, with the interpretation singling out natural persons, micro and small enterprises and smaller agencies, and pointing to clarity on basic rights, breach and dispute resolution. The third is industry order: the texts are aimed at abnormal patent applications, malicious trademark filings, promises of guaranteed registration, and the subcontracting of work.

Both model texts share one structure. Each is built on a preamble plus twelve clauses: the scope of the engagement; the rights and duties of each side; confidentiality; working deadlines; fees; matters the parties expressly agree; breach; other agreed terms; dispute resolution; the term and ending of the contract; and how the contract takes effect, changes and terminates. The interpretation notes that the templates carry standard wording for matters common to every engagement, while leaving genuinely negotiable items — working deadlines, dispute resolution — for the parties to fill in themselves.

The rights-and-duties clauses are not decorative. The interpretation describes them as covering the client's right to be kept informed, the client's right to replace the patent attorney or trademark agency staff working on the file, the agency's right to ask for the material it needs, and liability for compensation where a right is lost through fault. The drafting also aims at balance: protection for the client on one side, recognition of the agency's diligence obligations and of defined circumstances in which it is not responsible on the other.

One design detail is worth borrowing. The interpretation says services are presented in list form inside the contract, so the client can see, item by item, what is and is not being commissioned — a marked contrast with the one-line scope-of-work sentence common in cross-border engagements.

What the trademark template covers — and what it does not

The trademark model text has a defined scope: applications to register a Chinese trademark, follow-up matters after registration, and trademark opposition and review proceedings. The patent text is similarly bounded, covering Chinese patent applications, patent invalidation proceedings, and other matters connected with changes to the bibliographic record.

Then comes the sentence that matters most for readers outside China. The interpretation states that the model texts do not cover foreign-related patent and trademark agency matters, or litigation. A foreign applicant instructing a Chinese agent is, by definition, on the foreign-related side of that line. The templates are therefore a reference for how a Chinese agency organises a domestic engagement — not a form that mirrors the arrangement a foreign brand actually signs.

That does not make them useless. They work instead as a checklist of what a well-drafted engagement covers: if the contract on your desk omits confidentiality, never states a deadline for supplying material, or leaves the fee composition unstated, the gap shows up against the model text even though the model text does not apply to your file.

Timing is deliberately left open in both templates. The working-deadline clause exists so that the parties record their own milestones — who the contact person is, when material is supplied, how feedback is confirmed — rather than importing a fixed timetable. Statutory timetables sit outside the contract: the revised Trademark Law takes effect on 1 January 2027, and an application moves through examination and any objection over several months, depending on examination and any objection. A contract that leaves deadlines and dispute resolution to the parties absorbs that kind of change without being rewritten.

Promises an agency is not expected to make

The clause on express agreements carries the most commercially useful content for a buyer of agency services, and the interpretation gives three worked examples.

The first concerns outcomes. The interpretation records that any patent application may not be granted and any patent may be invalidated, and that any trademark registration application may not be approved and any trademark may be invalidated. Against promises of guaranteed registration, the model text requires an agency not to make commitments or guarantees about the result of the agency work. For a foreign applicant who has been told a mark is certain to register, that is the template's clearest signal about what a professional engagement looks like.

The second concerns abnormal filings. The applicant side undertakes to act in good faith, to base a patent application on a genuine invention, and to confirm that no abnormal application is involved. The agency side undertakes to work lawfully and not to handle abnormal applications, and to warn the client where it sees that risk. Where the client insists after that warning, the agency has the right to end the agency service for that case. The interpretation adds a pointed qualification: the warning does not, by itself, amount to a ground of exemption in administrative supervision. The trademark model text contains equivalent provisions.

The third concerns fees. Fees are handled in their own clause, which sets out what the fee is composed of and leaves the payment deadline to be agreed. Composition and payment timing are exactly the terms that are usually settled by email and never written down, which is the gap the template closes.

Finally, compulsion. The interpretation is explicit that the model texts are not mandatory, and that parties are still expected to comply with the civil, patent and trademark legislation and the agency rules. Within that framework the texts may be adapted into an individualised contract, or adopted as they stand.

Frequently asked questions

Is CNIPA's model agency contract compulsory for a China trademark filing?

No. CNIPA's own interpretation states that the model texts are not mandatory; they are published as reference wording. Parties are expected to comply with the Civil Code, the Patent Law, the Trademark Law and the implementing regulations, and may then either adapt the text into a contract of their own or use it unchanged.

Does the model text cover an engagement with a foreign applicant?

No. The interpretation states that the model texts do not extend to foreign-related patent and trademark agency matters, or to litigation. The trademark text covers Chinese trademark registration applications, follow-up trademark matters, and opposition and review proceedings. A foreign applicant's engagement therefore sits outside the template's stated scope, though the template remains a useful checklist.

Can a Chinese agency promise that my trademark will be registered?

The model text requires an agency not to make commitments or guarantees about the result of the agency work, and the interpretation records that any trademark registration application may not be approved and any trademark may be invalidated. Equivalent wording appears on the patent side. A promise of guaranteed registration sits outside what the published template contemplates.

Who agrees the working deadlines in the model text?

The parties do. The interpretation explains that the templates set standard wording for matters common to every engagement while leaving items such as working deadlines and dispute resolution to be agreed between the client and the agency. Fees are dealt with in a separate clause that identifies the components of the fee and leaves the payment deadline to be agreed.

What happens if the agency raises a concern about an abnormal application?

The agency carries a duty to flag that risk, and where the client nonetheless insists on proceeding, the model text gives the agency the right to end the agency service for that case. The interpretation adds that the warning does not on its own constitute a ground of exemption in administrative supervision.

Official sources

Interpretation of the Model Texts for Patent Agency and Trademark Agency Engagement Contracts — CNIPA, 10 January 2025
PRC Trademark Law (2026 Revision) — Standing Committee of the 14th National People's Congress, 26 June 2026
CNIPA consultation on implementing measures for the revised Trademark Law — CNIPA, 28 September 2026