Acknowledgement of Ownership. a. Licensee acknowledges the great value of the goodwill associated with the Licensed Xxxx and the ownership of the Licensed Xxxx by Licensor. Licensee agrees that nothing in this Agreement shall give Licensee any right, title, or interest in or to the Licensed Xxxx other than the rights granted the Licensee in accordance with this Agreement. Licensee further acknowledges that all goodwill arising from the ownership and use of the Licensed Xxxx (as distinguished from any enhancement of value to Licensee’s business arising from the license granted hereunder) shall inure exclusively to the benefit of Licensor. All artwork, designs, stylized logotypes or other presentation materials whatsoever including the Licensed Xxxx or any elements thereof, and all copies and extracts thereof shall, notwithstanding their invention or use by Licensee, be and remain the sole property of Licensor. Nothing in this Agreement shall be construed to prevent Licensor from granting any other licenses for the use of the Licensed Xxxx or from utilizing the Licensed Xxxx, or any variation thereof, in any manner whatsoever. b. Licensee agrees that it shall not attack the title of Licensor to the Licensed Xxxx, the validity of the Licensed Xxxx, or the validity of this Agreement. Licensee further agrees that it shall not at any time commence any opposition or cancellation proceeding regarding the Licensed Xxxx, or any other xxxx of Licensor, with the U.S. Patent and Trademark Office or any other agency that registers trademarks, commence any civil proceeding for damages or injunctive relief or make any other legal claim that would, directly or indirectly, hinder the value of or the Licensor’s ownership or use of the Licensed Xxxx or prevent the U.S. Patent and Trademark Office or any other agency that registers trademarks from issuing a trademark registration to Licensor for the Licensed Xxxx, or any variations thereof, or from renewing any trademark registration for the Licensed Xxxx, or any variations thereof. c. Licensee shall not register or attempt to register the Licensed Xxxx alone or as part of its own trademark, service xxxx, Internet domain name, copyright, assumed name or trade name (except as may be otherwise required by applicable law in connection with Licensee’s REIT Operations during the term of this Agreement), nor shall Licensee use in such manner or attempt to register any name or designation confusingly similar to the Licensed Xxxx as determined in Licensor’s sole and absolute discretion. d. Licensee may not use the Licensed Xxxx in any manner to disparage Licensor, its products or services, or in any manner which, in Licensor’s reasonable judgment, may diminish or otherwise damage Licensor’s goodwill in the Licensed Xxxx or Licensor’s business reputation. e. The provisions of this Section 2 shall survive the expiration or termination of this Agreement for any reason.
Appears in 5 contracts
Samples: Service Mark License Agreement (Behringer Harvard Multifamily REIT II, Inc.), Service Mark License Agreement (Behringer Harvard REIT II, Inc.), Service Mark License Agreement (Behringer Harvard Opportunity REIT II, Inc.)
Acknowledgement of Ownership. a. Licensee acknowledges the great value of the goodwill associated with the Licensed Xxxx and the ownership of the Licensed Xxxx by Licensor. Licensee agrees that nothing in this Agreement shall give Licensee any right, title, or interest in or to the Licensed Xxxx other than the license rights granted the Licensee in accordance with this Agreement. Licensee further acknowledges that all goodwill arising from the ownership and use of the Licensed Xxxx (as distinguished from by Licensee and any enhancement of value to Licensee’s business arising from the license granted hereunder) Licensee Subsidiary shall inure exclusively to the benefit of Licensor. All artwork, designs, stylized logotypes or other presentation materials whatsoever including the Licensed Xxxx or any elements thereof, and all copies and extracts thereof shall, notwithstanding their invention or use by Licensee, be and remain the sole property of Licensor. Nothing in this Agreement shall be construed to prevent Licensor from granting any other licenses for the use of the Licensed Xxxx or from utilizing the Licensed Xxxx, or any variation thereof, in any manner whatsoever.
b. Licensee agrees that it shall not attack the title of Licensor to the Licensed Xxxx, the validity of the Licensed Xxxx, or the validity of this Agreement. Licensee further agrees that it shall not at any time commence any opposition or cancellation proceeding regarding the Licensed Xxxx, or any other similar xxxx of Licensor, with the U.S. Patent and Trademark Office or any other agency that registers trademarks, commence any civil proceeding for damages or injunctive relief or make any other legal claim that would, directly or indirectly, hinder the value of or the Licensor’s ownership or use of the Licensed Xxxx or prevent the U.S. Patent and Trademark Office or any other agency that registers trademarks from issuing a trademark registration to Licensor for the Licensed Xxxx, or any variations thereof, or from renewing any trademark registration for the Licensed Xxxx, or any variations thereof.
c. Licensee shall not register or attempt to register the Licensed Xxxx alone or as part of its own trademark, service xxxx, Internet domain name, copyright, assumed name or trade name (except as may be otherwise required by applicable law in connection with Licensee’s REIT Operations during the term of this Agreement), nor shall Licensee use in such manner or attempt to register any name or designation confusingly similar to the Licensed Xxxx as determined in Licensor’s sole and absolute discretion.
d. Licensee may not use the Licensed Xxxx in any manner to disparage that disparages Licensor, its the Licensed Xxxx, Licensor’s products or services, or in any manner which, in Licensor’s reasonable judgment, may diminish or otherwise damage Licensor’s goodwill in the Licensed Xxxx or Licensor’s business reputation.
e. The provisions of this Section 2 shall survive the expiration or termination of this Agreement for any reason.
Appears in 2 contracts
Samples: Master Modification Agreement (Behringer Harvard Reit I Inc), License Agreement (Behringer Harvard Reit I Inc)
Acknowledgement of Ownership. a. Licensee acknowledges the great value of the goodwill associated with the Licensed Xxxx Marks and the ownership of the Licensed Xxxx Marks by Licensor. Licensee agrees that nothing in this Agreement shall give Licensee any right, title, or interest in or to the Licensed Xxxx Marks other than the rights granted the Licensee in accordance with this Agreement. Licensee further acknowledges that all goodwill arising from the ownership and use of the Licensed Xxxx Marks (as distinguished from any enhancement of value to Licensee’s business arising from the license granted hereunder) shall inure exclusively to the benefit of Licensor. All artwork, designs, stylized logotypes or other presentation materials whatsoever including the Licensed Xxxx Marks or any elements thereof, and all copies and extracts thereof shall, notwithstanding their invention or use by Licensee, be and remain the sole property of Licensor. Nothing in this Agreement shall be construed to prevent Licensor from granting any other licenses for the use of the Licensed Xxxx Marks or from utilizing the Licensed XxxxMarks, or any variation thereof, in any manner whatsoever.
b. Licensee agrees that it shall not attack challenge the title of Licensor to the Licensed XxxxMarks, the validity of the Licensed XxxxMarks, or the validity of this Agreement. Licensee further agrees that it shall not at any time commence any opposition or cancellation proceeding regarding the Licensed XxxxMarks, or any other xxxx of Licensor, with the U.S. Patent and Trademark Office or any other agency that registers trademarks, commence any civil proceeding for damages or injunctive relief or make any other legal claim that would, directly or indirectly, hinder the value of or the Licensor’s ownership or use of the Licensed Xxxx Marks or prevent the U.S. Patent and Trademark Office or any other agency that registers trademarks from issuing a trademark registration registrations to Licensor for the Licensed XxxxMarks, or any variations thereof, or from renewing any trademark registration registrations for the Licensed XxxxMarks, or any variations thereof.
c. Licensee shall not register or attempt to register the Licensed Xxxx Marks alone or as part of its own trademark, service xxxx, Internet domain name, copyright, assumed name or trade name (except as may be otherwise required by applicable law in connection with Licensee’s REIT Operations during the term of this Agreement), nor shall Licensee use in such manner or attempt to register any name or designation confusingly similar to any of the Licensed Xxxx Marks as determined in Licensor’s sole and absolute discretion.
d. Licensee may not use the Licensed Xxxx Marks in any manner to disparage or cause harm to Licensor, its products or services, or in any manner which, in Licensor’s reasonable judgment, may diminish or otherwise damage Licensor’s goodwill in the Licensed Xxxx Marks or Licensor’s business reputation.
e. The provisions of this Section 2 shall survive the expiration or termination of this Agreement for any reason.
Appears in 1 contract
Samples: Service Mark License Agreement (Adaptive Real Estate Income Trust, Inc.)
Acknowledgement of Ownership. a. Licensee acknowledges the great value of the goodwill associated with the Licensed Xxxx and the ownership of the Licensed Xxxx by Licensor. Licensee agrees that nothing in this Agreement shall give Licensee any right, title, or interest in or to the Licensed Xxxx other than the license rights granted the Licensee in accordance with this Agreement. Licensee further acknowledges that all goodwill arising from the ownership and use of the Licensed Xxxx (as distinguished from any enhancement of value to Licensee’s business arising from the license granted hereunder) by Licensee and any Licensee Subsidiary shall inure exclusively to the benefit of Licensor. All artwork, designs, stylized logotypes or other presentation materials whatsoever including the Licensed Xxxx or any elements thereof, and all copies and extracts thereof shall, notwithstanding their invention or use by Licensee, be and remain the sole property of Licensor. Nothing in this Agreement shall be construed to prevent Licensor from granting any other licenses for the use of the Licensed Xxxx or from utilizing the Licensed Xxxx, or any variation thereof, in any manner whatsoever.
b. Licensee agrees that it shall not attack the title of Licensor to the Licensed Xxxx, the validity of the Licensed Xxxx, or the validity of this Agreement. Licensee further agrees that it shall not at any time (i) commence any opposition or cancellation proceeding regarding the Licensed Xxxx, or any other similar xxxx of Licensor, with the U.S. Patent and Trademark Office or any other agency that registers trademarks, trademarks or (ii) commence any civil proceeding for damages or injunctive relief or make any other legal claim regarding the Licensed Xxxx, or any other similar xxxx of Licensor, that would, directly or indirectly, hinder the value of or the Licensor’s ownership or use of the Licensed Xxxx or prevent the U.S. Patent and Trademark Office or any other agency that registers trademarks from issuing a trademark registration to Licensor for the Licensed Xxxx, or any variations thereof, or from renewing any trademark registration for the Licensed Xxxx, or any variations thereof.
c. Licensee shall not register or attempt to register the Licensed Xxxx alone or as part of its own trademark, service xxxx, Internet domain name, copyright, assumed name or trade name (except as may be otherwise required by applicable law in connection with Licensee’s REIT Operations during the term of this Agreement), nor shall Licensee use in such manner or attempt to register any name or designation confusingly similar to the Licensed Xxxx as determined in Licensor’s sole and absolute discretion.
d. Licensee may not use the Licensed Xxxx in any manner to disparage that disparages Licensor, its the Licensed Xxxx, Licensor’s products or services, or in any manner which, in Licensor’s reasonable judgment, may diminish or otherwise damage Licensor’s goodwill in the Licensed Xxxx or Licensor’s business reputation.
e. The provisions of this Section 2 shall survive the expiration or termination of this Agreement for any reason.
Appears in 1 contract
Samples: License Agreement (Behringer Harvard Multifamily Reit I Inc)