I am stepping away from the business completely at closing, but the buyer wants to keep using my name and likeness in their marketing. How do we structure this post-sale brand licensing agreement to protect my reputation and avoid post-exit liability?

Question

Tyler Smith · Accepted Answer

Having your personal brand tied to the company is a massive asset during your ownership, but it becomes a major risk once you no longer control operations. If the new owners make strategic mistakes or suffer a public relations crisis, your reputation will take the hit. If they want to continue using your name, likeness, or personal story, you must treat this as a separate, highly structured commercial agreement.

First, do not include unlimited rights to your personal brand in the main purchase agreement. Instead, draft a standalone licensing agreement with a strict expiration date, typically matching your transition or consulting period.

Second, establish clear boundaries on how your identity can be used. Your agreement should specify:
- The exact channels where your name can appear, such as legacy case studies or website bios, while prohibiting new marketing campaigns.
- A mutual indemnification clause that protects you from any legal liability or financial claims resulting from the buyer's post-close operations.
- An immediate termination trigger if the buyer violates your brand guidelines or experiences a significant regulatory issue.

By separating your personal brand from the entity sale, you protect your professional reputation and ensure a clean, absolute break when your post-close obligations end.