Brand Usage. As between the parties, the Adviser owns all worldwide rights to the “KKR” trademark and logo (collectively, the “Brand”). The Adviser hereby grants a worldwide non-exclusive license to the Fund to use the Brand as a trademark and logo in connection with marketing, promoting and operating the Fund. The Fund shall not register or use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviser’s prior written consent. The Fund shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviser. The Fund shall obtain the Adviser’s prior written consent for any materials bearing the Brand, or any proposed uses of variations of the Brand or combinations of the Brand with other terms or marks. The Adviser may terminate this license immediately upon written notice for any reason, including for (i) any breach of this license by the Fund or (ii) the termination of this Agreement or the investment advisory relationship between the Fund and the Adviser. Except to the extent required by applicable law, the Fund shall immediately cease all use of the Brand after such termination. The Fund shall not challenge or contravene the validity of, or the Adviser’s worldwide ownership of the Brand, and shall not take (or fail to take) any action that may damage the Brand. All goodwill arising from the Fund’s use of the Brand shall inure solely to the benefit of the Adviser. The Fund may not sublicense or assign this license without the prior written consent of the Adviser, and any purported transaction in violation of the foregoing shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the Fund shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser disclaims any and all liability for the Fund’s use of the Brand outside the United States, which such use shall be at the Fund’s sole risk.
Appears in 8 contracts
Samples: Investment Advisory Agreement (KKR Enhanced US Direct Lending Fund-L), Investment Advisory Agreement (KKR US Direct Lending Fund-U), Investment Advisory Agreement (KKR Real Estate Select Trust Inc.)
Brand Usage. As between the partiesThe Adviser conducts its investment advisory business under, and owns all rights to, the Adviser owns all worldwide rights to trademark “FS/KKR Advisor” and the “KKRFS/KKR Advisor” trademark and logo design (collectively, the “Brand”). In connection with the Company’s (a) public filings; (b) requests for information from state and federal regulators; (c) offering materials and advertising materials; and (d) investor communications, the Company may state in such materials that investment advisory services are being provided by the Adviser to the Company under the terms of this Agreement. The Adviser hereby grants a worldwide non-exclusive exclusive, non-transferable, non-sublicensable and royalty-free license (the “License”) to the Fund to Company for the use of the Brand solely as a trademark and logo permitted in connection with marketing, promoting and operating the Fundforegoing sentence. The Fund shall not register or use Prior to using the Brand as a corporate namein any manner, domain name, ticker symbol or social media identifier without the Adviser’s Company shall submit all proposed uses to the Adviser for prior written consent. The Fund shall approval solely to the extent the Company’s use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviser. The Fund shall obtain the Adviser’s prior written consent for any materials bearing the Brand, or any proposed uses of variations of the Brand or combinations any combination or derivation thereof has materially changed from the Company’s use of the Brand with other terms or markspreviously approved by the Adviser. The Adviser may reserves the right to terminate this license the License immediately upon written notice for any reason, including if the usage is not in compliance with its standards and policies. Notwithstanding the foregoing, the term of the License granted under this Section 19 shall be for (i) any breach the term of this license by Agreement only, including renewals and extensions, and the Fund or (ii) right to use the Brand as provided herein shall terminate immediately upon the termination of this Agreement or the investment advisory relationship between the Fund and the Adviser. Except to the extent required by applicable law, the Fund shall immediately cease all use of the Brand after such terminationAgreement. The Fund shall not challenge or contravene Company agrees that the validity of, or Adviser is the Adviser’s worldwide ownership sole owner of the Brand, and shall not take (or fail to take) any action that may damage and all goodwill in the Brand. All goodwill Brand arising from the FundCompany’s use of the Brand shall inure solely to the benefit of the Adviser. The Fund may not sublicense or assign this license without Without limiting the prior written consent foregoing, the License shall have no effect on the Company’s ownership rights of the Adviser, and any purported transaction in violation of works within which the foregoing Brand shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the Fund shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser disclaims any and all liability for the Fund’s use of the Brand outside the United States, which such use shall be at the Fund’s sole riskused.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (FS KKR Capital Corp), Investment Advisory Agreement (FS KKR Capital Corp), Investment Advisory Agreement (FS Investment Corp II)
Brand Usage. As between the parties, the Adviser The Fund’s investment manager owns all worldwide rights to the “KKR” trademark and logo (collectively, the “Brand”). The Adviser hereby grants investment manager has granted a worldwide non-exclusive license to the Fund to use the Brand as a trademark and logo in connection with marketing, promoting and operating the Fund. The Neither DST nor the Fund shall not register or use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviserinvestment manager’s prior written consent. The Fund shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviserinvestment manager. The DST and the Fund shall obtain the Adviserinvestment manager’s prior written consent for any materials bearing the Brand, or any proposed uses of or variations of the Brand or combinations of the Brand with other terms or marks. The Adviser investment manager may terminate this the license immediately upon written notice for any reason, including for (i) any breach of this the license by DST or the Fund or (ii) the termination of this Agreement or the investment advisory relationship between the Fund and the Adviserinvestment manager. Except to the extent required by applicable law, DST and the Fund shall immediately cease all use of the Brand after such termination. The Neither DST nor the Fund shall not challenge or contravene the validity of, or the Adviserinvestment manager’s worldwide ownership of the Brand, and shall not nor take (or fail to take) any action that may damage the Brand. All goodwill arising from the Funda Portfolio’s use of the Brand shall inure solely to the benefit of the Adviserinvestment manager. The Fund A Portfolio may not sublicense or assign this license without the prior written consent of the Adviserinvestment manager, and any purported transaction in violation of the foregoing shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the Fund a Portfolio shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser investment manager disclaims any and all liability for the Funda Portfolio’s use of the Brand outside the United States, which such use shall be at the FundPortfolio’s sole risk.
Appears in 3 contracts
Samples: Agency Agreement (KKR Alternative Corporate Opportunities Fund P), Agency Agreement (KKR Alternative Corporate Opportunities Fund), Agency Agreement (KKR Series Trust)
Brand Usage. As between the parties, the Adviser The Trust’s investment manager owns all worldwide rights to the “KKR” trademark and logo (collectively, the “Brand”). The Adviser hereby grants investment manager has granted a worldwide non-exclusive license to the Fund Trust to use the Brand as a trademark and logo in connection with marketing, promoting and operating the FundTrusts. The Fund shall not Neither the Administrator nor the Trustsshall register or use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviserinvestment manager’s prior written consent. The Fund Trusts shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviserinvestment manager. The Fund Administrator and the Trusts shall obtain the Adviserinvestment manager’s prior written consent for any materials bearing the Brand, or any proposed uses of or variations of the Brand or combinations of the Brand with other terms or marks. The Adviser investment manager may terminate this the license immediately upon written notice for any reason, including for (i) any breach of this the license by the Fund Administrator or the Trusts or (ii) the termination of this Agreement or the investment advisory relationship between the Fund Trusts and the Adviserinvestment manager. Except to the extent required by applicable law, the Fund Administrator and the Trusts shall immediately cease all use of the Brand after such termination. The Fund Neither the Administrator nor the Trusts shall not challenge or contravene the validity of, or the Adviserinvestment manager’s worldwide ownership of the Brand, and shall not nor take (or fail to take) any action that may damage the Brand. All goodwill arising from the Funda Trust’s use of the Brand shall inure solely to the benefit of the Adviserinvestment manager. The Fund A Trust may not sublicense or assign this license without the prior written consent of the Adviserinvestment manager, and any purported transaction in violation of the foregoing shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the Fund a Trust shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser investment manager disclaims any and all liability for the Funda Trust’s use of the Brand outside the United States, which such use shall be at the FundTrust’s sole risk.
Appears in 3 contracts
Samples: Administration Agreement (KKR Alternative Corporate Opportunities Fund P), Administration Agreement (KKR Series Trust), Administration Agreement (KKR Alternative Corporate Opportunities Fund)
Brand Usage. As between the partiesThe Adviser conducts its investment advisory business under, and owns all rights to, the Adviser owns all worldwide rights to trademark “FS/KKR Advisor” and the “KKRFS/KKR Advisor” trademark and logo design (collectively, the “Brand”). In connection with the Fund’s (a) public filings; (b) requests for information from state and federal regulators; (c) offering materials and advertising materials; and (d) investor communications, the Fund may state in such materials that investment advisory services are being provided by the Adviser to the Fund under the terms of this Agreement. The Adviser hereby grants a worldwide non-exclusive exclusive, non-transferable, non-sublicensable and royalty-free license (the “License”) to the Fund to for the use of the Brand solely as a trademark and logo permitted in connection with marketingthe foregoing sentence. Prior to using the Brand in any manner, promoting and operating the Fund shall submit all proposed uses to the Adviser for prior written approval solely to the extent the Fund. The Fund shall not register or ’s use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviser’s prior written consent. The Fund shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviser. The Fund shall obtain the Adviser’s prior written consent for any materials bearing the Brand, or any proposed uses of variations of the Brand or combinations any combination or derivation thereof has materially changed from the Fund’s use of the Brand with other terms or markspreviously approved by the Adviser. The Adviser may reserves the right to terminate this license the License immediately upon written notice for any reason, including if the usage is not in compliance with its standards and policies. Notwithstanding the foregoing, the term of the License granted under this Section 19 shall be for (i) any breach the term of this license by Agreement only, including renewals and extensions, and the Fund or (ii) right to use the Brand as provided herein shall terminate immediately upon the termination of this Agreement or the investment advisory relationship between the Fund and the Adviser. Except to the extent required by applicable law, the Fund shall immediately cease all use of the Brand after such terminationAgreement. The Fund shall not challenge or contravene agrees that the validity of, or Adviser is the Adviser’s worldwide ownership sole owner of the Brand, and shall not take (or fail to take) any action that may damage and all goodwill in the Brand. All goodwill Brand arising from the Fund’s use of the Brand shall inure solely to the benefit of the Adviser. The Fund may not sublicense or assign this license without Without limiting the prior written consent of foregoing, the Adviser, and any purported transaction in violation of the foregoing License shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the Fund shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser disclaims any and all liability for have no effect on the Fund’s use ownership rights of the works within which the Brand outside the United States, which such use shall be at the Fund’s sole riskused.
Appears in 3 contracts
Samples: Investment Advisory Agreement (KKR FS Income Trust Select), Investment Advisory Agreement (KKR FS Income Trust Select), Investment Advisory Agreement (KKR FS Income Trust)
Brand Usage. As between the parties, the Adviser The Fund’s investment manager owns all worldwide rights to the “KKR” trademark and logo (collectively, the “Brand”). The Adviser hereby grants investment manager has granted a worldwide non-exclusive license to the Fund to use the Brand as a trademark and logo in connection with marketing, promoting and operating the Fund. The Neither the Administrator nor the Fund shall not register or use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviserinvestment manager’s prior written consent. The Fund shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviserinvestment manager. The Administrator and the Fund shall obtain the Adviserinvestment manager’s prior written consent for any materials bearing the Brand, or any proposed uses of or variations of the Brand or combinations of the Brand with other terms or marks. The Adviser investment manager may terminate this the license immediately upon written notice for any reason, including for (i) any breach of this the license by the Administrator or the Fund or (ii) the termination of this Agreement or the investment advisory relationship between the Fund Trusts and the Adviserinvestment manager. Except to the extent required by applicable law, the Administrator and the Fund shall immediately cease all use of the Brand after such termination. The Neither the Administrator nor the Fund shall not challenge or contravene the validity of, or the Adviserinvestment manager’s worldwide ownership of the Brand, and shall not nor take (or fail to take) any action that may damage the Brand. All goodwill arising from the Fund’s use of the Brand shall inure solely to the benefit of the Adviserinvestment manager. The A Fund may not sublicense or assign this license without the prior written consent of the Adviserinvestment manager, and any purported transaction in violation of the foregoing shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the a Fund shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser investment manager disclaims any and all liability for the Fund’s use of the Brand outside the United States, which such use shall be at the Fund’s sole risk.
Appears in 2 contracts
Samples: Fund Administration Servicing Agreement (KKR Credit Opportunities Portfolio), Fund Administration Servicing Agreement (KKR Income Opportunities Fund)
Brand Usage. As between the parties, the Adviser The Fund’s investment manager owns all worldwide rights to the “KKR” trademark and logo (collectively, the “Brand”). The Adviser hereby grants investment manager has granted a worldwide non-exclusive license to the Fund to use the Brand as a trademark and logo in connection with marketing, promoting and operating the Fund. The Neither the Custodian nor the Fund shall not register or use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviserinvestment manager’s prior written consent. The Fund shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviserinvestment manager. The Custodian and the Fund shall obtain the Adviserinvestment manager’s prior written consent for any materials bearing the Brand, or any proposed uses of or variations of the Brand or combinations of the Brand with other terms or marks. The Adviser investment manager may terminate this the license immediately upon written notice for any reason, including for (i) any breach of this the license by the Custodian or the Fund or (ii) the termination of this Agreement or the investment advisory relationship between the Fund and the Adviserinvestment manager. Except to the extent required by applicable law, the Custodian and the Fund shall immediately cease all use of the Brand after such termination. The Neither the Custodian nor the Fund shall not challenge or contravene the validity of, or the Adviserinvestment manager’s worldwide ownership of the Brand, and shall not nor take (or fail to take) any action that may damage the Brand. All goodwill arising from the Fund’s use of the Brand shall inure solely to the benefit of the Adviserinvestment manager. The Fund may not sublicense or assign this license without the prior written consent of the Adviserinvestment manager, and any purported transaction in violation of the foregoing shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the Fund shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser investment manager disclaims any and all liability for the Fund’s use of the Brand outside the United States, which such use shall be at the Fund’s sole risk.
Appears in 2 contracts
Samples: Custody Agreement (KKR Credit Opportunities Portfolio), Custody Agreement (KKR Income Opportunities Fund)
Brand Usage. As between the parties, the Adviser owns all worldwide rights to the “KKREnTrust” trademark and logo (collectively, the “Brand”). The Adviser hereby grants a worldwide non-exclusive license to the Fund to use the Brand as a trademark and logo in connection with marketing, promoting and operating the Fund. The Fund shall not register or use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviser’s prior written consent. The Fund shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviser. The Fund shall obtain the Adviser’s prior written consent for any materials bearing the Brand, or any proposed uses of variations of the Brand or combinations of the Brand with other terms or marks. The Adviser may terminate this license immediately upon written notice for any reason, including for (i) any breach of this license by the Fund or (ii) the termination of this Agreement or the investment advisory relationship between the Fund and the Adviser. Except to the extent required by applicable law, the Fund shall immediately cease all use of the Brand after such termination. The Fund shall not challenge or contravene the validity of, or the Adviser’s worldwide ownership of the Brand, and shall not take (or fail to take) any action that may damage the Brand. All goodwill arising from the Fund’s use of the Brand shall inure solely to the benefit of the Adviser. The Fund may not sublicense or assign this license without the prior written consent of the Adviser, and any purported transaction in violation of the foregoing shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the Fund shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser disclaims any and all liability for the Fund’s use of the Brand outside the United States, which such use shall be at the Fund’s sole risk.
Appears in 1 contract
Samples: Investment Advisory Agreement (EnTrust Multi-Strategy Master Fund)
Brand Usage. As between the parties, the Adviser owns all worldwide rights to the “KKR” trademark and logo (collectively, the “Brand”). The Adviser hereby grants a worldwide non-exclusive license to the Fund Funds to use the Brand as a trademark and logo in connection with marketing, promoting and operating the FundFunds. The Fund Funds shall not register or use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviser’s prior written consent. The Fund Funds shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviser. The Fund Funds shall obtain the Adviser’s prior written consent for any materials bearing the Brand, or any proposed uses of variations of the Brand or combinations of the Brand with other terms or marks. The Adviser may terminate this license immediately upon written notice for any reason, including for (i) any breach of this license by the Fund Funds or (ii) the termination of this Agreement or the investment advisory relationship between the Fund Funds and the Adviser. Except to the extent required by applicable law, the Fund Funds shall immediately cease all use of the Brand after such termination. The Fund Funds shall not challenge or contravene the validity of, or the Adviser’s worldwide ownership of the Brand, and shall not take (or fail to take) any action that may damage the Brand. All goodwill arising from the a Fund’s use of the Brand shall inure solely to the benefit of the Adviser. The A Fund may not sublicense or assign this license without the prior written consent of the Adviser, and any purported transaction in violation of the foregoing shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the a Fund shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser disclaims any and all liability for the a Fund’s use of the Brand outside the United States, which such use shall be at the Fund’s sole risk.
Appears in 1 contract
Brand Usage. As between the parties, the Adviser owns all worldwide rights to the “KKRSAX Capital LLC” trademark and logo (collectively, the “Brand”). The Adviser hereby grants a worldwide non-exclusive license to the Fund to use the Brand as a trademark and logo in connection with marketing, promoting and operating the Fund. The Fund shall not register or use the Brand as a corporate name, domain name, ticker symbol or social media identifier without the Adviser’s prior written consent. The Fund shall use the Brand only in connection with high-quality goods and services and in accordance with any guidelines provided by Adviser. The Fund shall obtain the Adviser’s prior written consent for any materials bearing the Brand, or any proposed uses of variations of the Brand or combinations of the Brand with other terms or marks. The Adviser may terminate this license immediately upon written notice for any reason, including for (i) any breach of this license by the Fund or (ii) the termination of this Agreement or the investment advisory relationship between the Fund and the Adviser. Except to the extent required by applicable law, the Fund shall immediately cease all use of the Brand after such termination. The Fund shall not challenge or contravene the validity of, or the Adviser’s worldwide ownership of the Brand, and shall not take (or fail to take) any action that may damage the Brand. All goodwill arising from the Fund’s use of the Brand shall inure solely to the benefit of the Adviser. The Fund may not sublicense or assign this license without the prior written consent of the Adviser, and any purported transaction in violation of the foregoing shall be null and void. For clarity, a change of control, assumption in bankruptcy, merger or reorganization of the Fund shall be deemed an “assignment” of the above license, even if it is not deemed an assignment under applicable law. The Adviser disclaims any and all liability for the Fund’s use of the Brand outside the United States, which such use shall be at the Fund’s sole risk.
Appears in 1 contract
Samples: Investment Advisory Agreement (Silicon Valley Access Fund LLC)