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SAINT-LAMBERT · E-2 FIELD GUIDE

What records establish the U.S. company’s licensed brand rights?

Sources checked:

THE DIRECT ANSWER

The registration or ownership evidence for the mark, the head licence, the executed sublicence, and any assignment or consent the chain requires. Add proof that licence fees were paid and records showing the quality-control obligations are actually performed. Corporate records should show who signed for each party and under what authority.

Check the chain does not contradict itself

Related-party paperwork is often drafted quickly and then diverges from practice. Compare the sublicence with the head licence for territory, exclusivity, sublicensing permission and termination. Where the Canadian licensor's own rights are limited, the United States rights cannot be broader. Conflicting obligations are a legal question for counsel, not a formatting problem. Missing consents can frequently be obtained and added to the file before submission.

For each condition—lease assignment, franchisor approval, permit, or supplier contract—identify the decision-maker, required records, and treatment of funds if consent is refused. Keep the deeds of sale, the notary's statements of adjustments, the mortgage discharge records and the bank records showing proceeds landing and moving toward the purchase. The broader E-2 file should trace lawful funds into expenditures or enforceable commitments showing that capital is irrevocably committed and at risk. Bank records, closing documents, invoices, escrow instructions, and ownership documents answer different questions from customer letters.