Common use of Corporate Names and Other Parties Trademarks Clause in Contracts

Corporate Names and Other Parties Trademarks. Except as otherwise specifically provided in the Master License Agreement, as soon as reasonably practicable after the Trigger Date but in any event within six (6) months thereafter: (a) OWW and the members of its Affiliated Group shall cease to make any use of any names or Trademarks that include the (A) Trademarks of Travelport, Travelport’s Affiliated Group, Realogy, Wyndham, “Cendant” or “Cendant Corporation” and (B) any names or Trademarks related thereto including any names or Trademarks confusingly similar thereto or dilutive thereof (the “Non-OWW Marks”); provided, however, that the foregoing shall not prohibit OWW or any member of OWW’s Affiliated Group from making use of any Non-OWW Xxxx in a manner that would constitute “fair use” under applicable law if any unaffiliated third party made such use or would otherwise be legally permissible for any unaffiliated third party without the consent of the party owning such Non-OWW Xxxx. In furtherance of the foregoing, as soon as practicable but in no event later than six (6) months following the Trigger Date, OWW and the members of OWW’s Affiliated Group shall remove, strike over or otherwise obliterate all Non-OWW Marks from all of such Party’s and its Affiliated Group’s Assets and other materials, including any vehicles, business cards, schedules, stationery, packaging materials, displays, signs, promotional materials, manuals, forms, websites, email, computer software and other materials and systems. Any use by OWW or any member of OWW’s Affiliated Group of any of the Non-OWW Marks as permitted in this Section 7.11(a) is subject to their compliance with the quality control requirements and guidelines in effect for the Non-OWW Marks as of the Trigger Date. (b) Travelport and the members of its Affiliated Group shall cease to make any use of any names or Trademarks that include the (A) Trademarks of OWW or OWW’s Affiliated Group and (B) any names or Trademarks related thereto including any names or Trademarks confusingly similar thereto or dilutive thereof (the “OWW Marks”); provided, however, that the foregoing shall not prohibit Travelport or any member of Travelport’s Affiliated Group from making use of any OWW Xxxx in a manner that would constitute “fair use” under applicable law if any unaffiliated third party made such use or would otherwise be legally permissible for any unaffiliated third party without the consent of the party owning such OWW Xxxx. In furtherance of the foregoing, as soon as practicable but in no event later than six (6) months following the Trigger Date, Travelport and the members of Travelport’s Affiliated Group shall strike over or otherwise obliterate all OWW Marks from all of such Party’s and its Affiliated Group’s Assets and other materials, including any vehicles, business cards, schedules, stationery, packaging materials, displays, signs, promotional materials, manuals, forms, websites, email, computer software and other materials and systems. Any use by Travelport or any member of Travelport’s Affiliated Group of any of the OWW Marks as permitted in this Section 7.11(b) is subject to their compliance with the quality control requirements and guidelines in effect for the OWW Marks as of the Trigger Date.

Corporate Names and Other Parties Trademarks. Except as otherwise specifically provided in the Master License any Ancillary Agreement, as soon as reasonably practicable after the Trigger Date applicable Relevant Time but in any event within six (6) months thereafter: (a) OWW Each Party and the members of its Affiliated Group shall cease to (i) make any use of any names or Trademarks that include the (A) Trademarks of Travelportany other Parties or such Parties’ Subsidiaries or Affiliates (including, Travelport’s Affiliated Group, in the case of Realogy, WyndhamWyndham and Travelport, “Cendant” or “Cendant Corporation” ”) and (B) any names or Trademarks related thereto including any names or Trademarks confusingly similar thereto or dilutive thereof (with respect to each Party, such Trademarks of the other Parties and their Affiliates, the “Non-OWW Other Party Marks”), and (ii) hold themselves out as having any affiliation with any of the other Parties or such Parties’ Affiliates (except as permitted under any Continuing Arrangement); provided, however, that the foregoing shall not prohibit OWW any Party or any member of OWWa Party’s Affiliated Group from (1) stating in any advertising or any other communication that it is formerly a Cendant affiliate or (2) making use of any Non-OWW Other Party Xxxx in a manner that would constitute “fair use” under applicable law Law if any unaffiliated third party made such use or would otherwise be legally permissible for any unaffiliated third party without the consent of the party Party owning such Non-OWW Other Party Xxxx. In furtherance of the foregoing, as soon as practicable but in no event later than six (6) months following the Trigger Dateapplicable Relevant Time, OWW each Party and the members of OWWeach Party’s Affiliated Group shall, and shall cause each of its Affiliates to remove, strike over or otherwise obliterate all Non-OWW Other Party Marks from all of such Party’s and its Affiliated Group’s Assets Subsidiaries’ and Affiliates’ assets and other materials, including any vehicles, business cards, schedules, stationery, packaging materials, displays, signs, promotional materials, manuals, forms, websites, email, computer software and other materials and systems. Any use by OWW any of the Parties or any member of OWW’s Affiliated Group their Subsidiaries or Affiliates of any of the Non-OWW Other Party Marks as permitted in this Section 7.11(a) 5.2 is subject to their compliance with the quality control requirements and guidelines in effect for the Non-OWW Other Party Marks as of the Trigger DateEffective Time. (b) Travelport and the members of its Affiliated Group shall cease to make any use of any names or Trademarks that include the (A) Trademarks of OWW or OWW’s Affiliated Group and (B) any names or Trademarks related thereto including any names or Trademarks confusingly similar thereto or dilutive thereof (the “OWW Marks”); provided, however, that Notwithstanding the foregoing shall not prohibit Travelport requirements of Section 5.2(a), if any Party or any member of Travelporta Party’s Affiliated Group from making use of any OWW exercised good faith efforts to comply with Section 5.2(a) but is unable, due to regulatory or other circumstance beyond its control, to effect a corporate name change in compliance with applicable Law such that an Other Party Xxxx remains in a manner that would constitute “fair use” under applicable law if any unaffiliated third party made such use or would otherwise be legally permissible for any unaffiliated third party without the consent of the party owning such OWW Xxxx. In furtherance of the foregoing, as soon as practicable but in no event later than six (6) months following the Trigger Date, Travelport and the members of Travelport’s Affiliated Group shall strike over or otherwise obliterate all OWW Marks from all of such Party’s or its Group member’s corporate name, then the relevant Party or its Group member will not be deemed to be in breach hereof if it continues to exercise good faith efforts to effectuate such name change and does effectuate such name change within nine (9) months after the applicable Relevant Time, and, in such circumstances, such Party or Group member may continue to include in its Affiliated Group’s Assets and other materials, including any vehicles, business cards, schedules, stationery, packaging materials, displays, signs, promotional materials, manuals, forms, websites, email, computer software assets and other materials references to the Other Party Xxxx that is in such Party’s or Group member’s corporate name which includes references to “Realogy”, “Wyndham”, “Travelport”, “Avis Budget” or “Cendant” as applicable, but only to the extent necessary to identify such Party or Group member and systems. Any use by Travelport only until such Party’s or any member of TravelportGroup member’s Affiliated Group of any of the OWW Marks as permitted in this Section 7.11(b) is subject corporate name can be changed to their compliance with the quality control requirements remove and guidelines in effect for the OWW Marks as of the Trigger Dateeliminate such references.

Corporate Names and Other Parties Trademarks. Except as otherwise specifically provided in the Master License any Ancillary Agreement, as soon as reasonably practicable after the Trigger Date applicable Relevant Time but in any event within six (6) months thereafter: (a) OWW Each Party and the members of its Affiliated Group shall cease to (i) make any use of any names or Trademarks that include the (A) Trademarks of Travelportany other Parties or such Parties’ Subsidiaries or Affiliates (including, Travelport’s Affiliated Group, in the case of Realogy, WyndhamWyndham and Travelport, “Cendant” or “Cendant Corporation” ”) and (B) any names or Trademarks related thereto including any names or Trademarks confusingly similar thereto or dilutive thereof (with respect to each Party, such Trademarks of the other Parties and their Affiliates, the “Non-OWW Other Party Marks”), and (ii) hold themselves out as having any affiliation with any of the other Parties or such Parties’ Affiliates (except as permitted pursuant to the terms of any Continuing Arrangement); provided, however, that the foregoing shall not prohibit OWW any Party or any member of OWWa Party’s Affiliated Group from (1) stating in any advertising or any other communication that it is formerly a Cendant affiliate or (2) making use of any Non-OWW Other Party Xxxx in a manner that would constitute “fair use” under applicable law Law if any unaffiliated third party made such use or would otherwise be legally permissible for any unaffiliated third party without the consent of the party Party owning such Non-OWW Other Party Xxxx. In furtherance of the foregoing, as soon as practicable but in no event later than six (6) months following the Trigger Dateapplicable Relevant Time, OWW each Party and the members of OWWeach Party’s Affiliated Group shall, and shall cause each of its Affiliates to remove, strike over or otherwise obliterate all Non-OWW Other Party Marks from all of such Party’s and its Affiliated Group’s Assets Subsidiaries’ and Affiliates’ assets and other materials, including any vehicles, business cards, schedules, stationery, packaging materials, displays, signs, promotional materials, manuals, forms, websites, email, computer software and other materials and systems. Any use by OWW any of the Parties or any member of OWW’s Affiliated Group their Subsidiaries or Affiliates of any of the Non-OWW Other Party Marks as permitted in this Section 7.11(a) 5.2 is subject to their compliance with the quality control requirements and guidelines in effect for the Non-OWW Other Party Marks as of the Trigger DateEffective Time. (b) Travelport and the members of its Affiliated Group shall cease to make any use of any names or Trademarks that include the (A) Trademarks of OWW or OWW’s Affiliated Group and (B) any names or Trademarks related thereto including any names or Trademarks confusingly similar thereto or dilutive thereof (the “OWW Marks”); provided, however, that Notwithstanding the foregoing shall not prohibit Travelport requirements of Section 5.2(a), if any Party or any member of Travelporta Party’s Affiliated Group from making use of any OWW exercised good faith efforts to comply with Section 5.2(a) but is unable, due to regulatory or other circumstance beyond its control, to effect a corporate name change in compliance with applicable Law such that an Other Party Xxxx remains in a manner that would constitute “fair use” under applicable law if any unaffiliated third party made such use or would otherwise be legally permissible for any unaffiliated third party without the consent of the party owning such OWW Xxxx. In furtherance of the foregoing, as soon as practicable but in no event later than six (6) months following the Trigger Date, Travelport and the members of Travelport’s Affiliated Group shall strike over or otherwise obliterate all OWW Marks from all of such Party’s or its Group member’s corporate name, then the relevant Party or its Group member will not be deemed to be in breach hereof if it continues to exercise good faith efforts to effectuate such name change and does effectuate such name change within nine (9) months after the applicable Relevant Time, and, in such circumstances, such Party or Group member may continue to include in its Affiliated Group’s Assets and other materials, including any vehicles, business cards, schedules, stationery, packaging materials, displays, signs, promotional materials, manuals, forms, websites, email, computer software assets and other materials references to the Other Party Xxxx that is in such Party’s or Group member’s corporate name which includes references to “Realogy”, “Wyndham”, “Travelport”, “Avis Budget” or “Cendant” as applicable, but only to the extent necessary to identify such Party or Group member and systems. Any use by Travelport only until such Party’s or any member of TravelportGroup member’s Affiliated Group of any of the OWW Marks as permitted in this Section 7.11(b) is subject corporate name can be changed to their compliance with the quality control requirements remove and guidelines in effect for the OWW Marks as of the Trigger Dateeliminate such references.