Common use of Future Secondary Brands Clause in Contracts

Future Secondary Brands. The Parties acknowledge that the Parties have used major secondary Source Indicators that are not included in the ADT Brand (e.g., PULSE) and may, after the Trademark Assignment Date, wish to adopt as major secondary trademarks one or more new words or terms that are not included in the definition of “ADT Brand” herein. Given the Parties’ prior status as Affiliates, the Parties acknowledge the need for a Party to restrict its use of certain new, significant secondary Source Indicators of the other Party beyond the boundaries set by trademark Law for use by an unrelated third party. Therefore, each Party has the right, during the term of this Agreement, to provide written notice to the other Party of a maximum of fifteen (15) new secondary Source Indicators as proposed “Designated Secondary Brands”. If (i) the notifying Party owns a registration or has filed an application to register such new secondary Source Indicator (either standing alone or in connection with the term “ADT” or the phrase “ALWAYS THERE”) in a country or jurisdiction in such Party’s territory, (ii) such secondary Source Indicator qualifies for registration on a standalone basis (e.g., it is not a generic or descriptive term such as “security,” “protection,” “alarm” or “supervision”) and (iii) such secondary Source Indicator has not been used as a material Source Indicator by the other Party or its Affiliates in any territory in the previous seven (7) years, then such secondary Source Indicator will be deemed a “Designated Secondary Brand” of that notifying Party, effective thirty (30) days after the above notice, unless the other Party provides written objection to the designating Party before such effective date, claiming that such secondary Source Indicator does not meet all of the above criteria. If the other Party makes such timely objection, the provisions of Section 8.9 shall apply to resolve the issue. Once a new secondary Source Indicator becomes a Designated Secondary Brand of a Party, the other Party shall not use, register or attempt to register it (including in New Media) as any type of Source Indicator in any country, jurisdiction or territory, in connection with any goods or services, whether standing alone or in connection with an ADT Brand. For example, if Tyco or ADT Residential, as the case may be, adopts ADT SUPERNOVA or SUPERNOVA as a Designated Secondary Brand, ADT Residential or Tyco, as the case may be, may not use SUPERNOVA (either alone or in combination with the term “ADT”, the phrase “ALWAYS THERE”, TYCO or other Source Indicators) in connection with any goods or services in any country or jurisdiction in its territory. For clarity, the provisions of this Section 2.4 do not modify Sections 2.1 or 2.2 and/or the Parties’ rights under applicable trademark Law with respect to any new secondary Source Indicator that is not a Designated Secondary Brand.

Future Secondary Brands. The Parties acknowledge that the Parties have used major secondary Source Indicators that are not included in the ADT Brand (e.g., PULSE) and may, after the Trademark Assignment Date, wish to adopt as major secondary trademarks one or more new words or terms that are not included in the definition of “ADT Brand” herein. Given the Parties’ prior status as Affiliates, the Parties acknowledge the need for a Party to restrict its use of certain new, significant secondary Source Indicators of the other Party beyond the boundaries set by trademark Law for use by an unrelated third party. Therefore, each Party has the right, during the term of this Agreement, to provide written notice to the other Party of a maximum of fifteen (15) new secondary Source Indicators as proposed “Designated Secondary Brands”. If (i) the notifying Party owns a registration or has filed an application to register such new secondary Source Indicator (either standing alone or in connection with the term “ADT” or the phrase “ALWAYS THERE”) in a country or jurisdiction in such Party’s territory, (ii) such secondary Source Indicator qualifies for registration on a standalone basis (e.g., it is not a generic or descriptive term such as “security,” “protection,” “alarm” or “supervision”) and (iii) such secondary Source Indicator has not been used as a material Source Indicator by the other Party or its Affiliates in any territory in the previous seven (7) years, then such secondary Source Indicator will be deemed a “Designated Secondary Brand” of that notifying Party, effective thirty (30) days after the above notice, unless the other Party provides written objection to the designating Party before such effective date, claiming that such secondary Source Indicator does not meet all of the above criteria. If the other Party makes such timely objection, the provisions of Section 8.9 shall apply to resolve the issue. Once a new secondary Source Indicator becomes a Designated Secondary Brand of a Party, the other Party shall not use, register or attempt to register it (including in New Media) as any type of Source Indicator in any country, jurisdiction country or territory, in connection with any goods or services, whether standing alone or in connection with an ADT Brand. For example, if Tyco or ADT Residential, as the case may be, adopts ADT SUPERNOVA or SUPERNOVA as a Designated Secondary Brand, ADT Residential or Tyco, as the case may be, may not use SUPERNOVA (either alone or in combination with the term “ADT”, the phrase “ALWAYS THERE”, TYCO or other Source Indicators) in connection with any goods or services in any country or jurisdiction in its territory. For clarity, the provisions of this Section 2.4 2.3 do not modify Sections 2.1 or 2.2 and/or the Parties’ rights under applicable trademark Law with respect to any new secondary Source Indicator that is not a Designated Secondary Brand.