Common use of Grant of License in the Store Names Clause in Contracts

Grant of License in the Store Names. Subject to all the terms and conditions of this Agreement, Sears hereby grants to XXXX, for and during the Term, an exclusive, royalty-free, fully paid up, non-transferable and terminable right and license to operate, and authorize Dealers and Franchisees to operate, retail stores and stores-within-a-store using the Store Names at locations in the Territory (the “Stores”) through which all HTS Products and the related services offered by, or with authorization from, XXXX as of the Effective Date (the “Services”) will be offered and sold. Sears also grants to XXXX an exclusive, royalty-free, fully paid up, non-transferable and terminable right and license to use the Stores Names to promote the HTS Products and Services by all Digital Methods. Sears grants XXXX the right to use the Store Names to sell the Seller-Branded Products (as defined in the Merchandising Agreement) by all Seller Digital Methods. Subject to the next sentence, Sears may terminate XXXX’x rights in this Section 1.2 to sell by Seller Digital Methods upon 24-months’ prior written notice. Upon termination in accordance with the preceding sentence of XXXX’x rights to sell by Seller Digital Methods, Sears will xxxxx XXXX a license to allow XXXX to (a) market all Seller-Branded Products by all then-current and future means, methods, and channels outside of the Territory if such marketing would not violate any Existing Contractual Obligation in effect immediately prior to the date of such license, and (b) sell all Seller-Branded Products by all Digital Methods in the Territory and all Seller-Branded Product outside of the Territory if the sale would not violate any Existing Contractual Obligation in effect immediately prior to the date of such license. The license described in the preceding sentence will include terms that are usual and customary for licenses of this type for comparable circumstances and a duration that is the same as the remaining duration of the last of the License Agreements to terminate in accordance with its terms. “Dealer” means an unrelated third-party owner authorized to operate a Store. “License Agreements” means the following, each dated August 8, 2012: the Store License Agreement between Sears Outlet Stores, L.L.C. and Sears; the Store License Agreement between Sears Home Appliance Showrooms, LLC and Sears; and the Trademark License Agreement between SHO and Sears (the “Trademark License Agreement”). “Digital Methods,” “Existing Contractual Obligation,” “Franchisee,” “HTS Products,” “Seller-Branded Products,” and “Seller Digital Methods” each is defined in the Merchandising Agreement.

Grant of License in the Store Names. Subject to all the terms and conditions of this Agreement, Sears hereby grants to XXXXSHAS, for and during the Term, an exclusive, royalty-free, fully paid up, non-transferable and terminable right and license to operate, and authorize Dealers and Franchisees to operate, retail stores and stores-within-a-store using the Store Names at locations in the Territory (the “Stores”) through which all HTS Products and the related services offered by, or with authorization from, XXXX SHAS as of the Effective Date (the “Services”) will be offered and sold. Sears also grants to XXXX SHAS an exclusive, royalty-free, fully paid up, non-transferable and terminable right and license to use the Stores Names to promote the HTS Products and Services by all Digital Methods. Sears grants XXXX SHAS the right to use the Store Names to sell the Seller-Branded Products (as defined in the Merchandising Agreement) by all Seller Digital Methods. Subject to the next sentence, Sears may terminate XXXX’x SHAS’s rights in this Section 1.2 to sell by Seller Digital Methods upon 24-months’ prior written notice. Upon termination in accordance with the preceding sentence of XXXX’x SHAS’s rights to sell by Seller Digital Methods, Sears will xxxxx XXXX grant SHAS a license to allow XXXX SHAS to (a) market all Seller-Branded Products by all then-current and future means, methods, and channels outside of the Territory if such marketing would not violate any Existing Contractual Obligation in effect immediately prior to the date of such license, and (b) sell all Seller-Branded Products by all Digital Methods in the Territory and all Seller-Branded Product outside of the Territory if the sale would not violate any Existing Contractual Obligation in effect immediately prior to the date of such license. The license described in the preceding sentence will include terms that are usual and customary for licenses of this type for comparable circumstances and a duration that is the same as the remaining duration of the last of the License Agreements to terminate in accordance with its terms. “Dealer” means an unrelated third-party owner authorized to operate a Store. “License Agreements” means the following, each dated August 8, 2012: the Store License Agreement between Sears Outlet Stores, L.L.C. and Sears; the Store License Agreement between Sears Home Appliance ShowroomsAuthorized Hometown Stores, LLC and Sears; and the Trademark License Agreement between SHO and Sears (the “Trademark License Agreement”). “Digital Methods,” “Existing Contractual Obligation,” “Franchisee,” “HTS Products,” “Seller-Branded Products,” and “Seller Digital Methods” each is defined in the Merchandising Agreement.

Grant of License in the Store Names. Subject to all the terms and conditions of this Agreement, Sears hereby grants to XXXXOutlet Stores, for and during the Term, an exclusive, royalty-free, fully paid up, non-transferable and terminable right and license to operate, and authorize Dealers and Franchisees to operate, operate retail stores and stores-within-a-store using the Store Names at locations in the Territory (the “Stores”) through which all HTS Products and the related services offered by, or with authorization from, XXXX Outlet Stores as of the Effective Date (the “Services”) will be offered and sold. Sears also grants to XXXX Outlet Stores an exclusive, royalty-free, fully paid up, non-transferable and terminable right and license to use the Stores Names to promote the HTS Outlet Products and Services by all Digital Methods. Sears grants XXXX Outlet Stores the right to use the Store Names to sell the Seller-Branded Products (as defined in the Merchandising Agreement) by all Seller Digital Methods. Subject to the next sentence, Sears may terminate XXXX’x Outlet Stores’s rights in this Section 1.2 to sell by Seller Digital Methods upon 24-months’ prior written notice. Upon termination in accordance with the preceding sentence of XXXX’x Outlet Stores’s rights to sell by Seller Digital Methods, Sears will xxxxx XXXX grant Outlet Stores a license to allow XXXX Outlet Stores to (a) market all Seller-Branded Products by all then-current and future means, methods, and channels outside of the Territory if such marketing would not violate any Existing Contractual Obligation in effect immediately prior to the date of such license, and (b) sell all Seller-Branded Products by all Digital Methods in the Territory and all Seller-Branded Product outside of the Territory if the sale would not violate any Existing Contractual Obligation in effect immediately prior to the date of such license. The license described in the preceding sentence will include terms that are usual and customary for licenses of this type for comparable circumstances and a duration that is the same as the remaining duration of the last of the License Agreements to terminate in accordance with its terms. “Dealer” means an unrelated third-party owner authorized to operate a Store. “License Agreements” means the following, each dated August 8, 2012: the Store License Agreement between Sears Outlet Authorized Hometown Stores, L.L.C. LLC and Sears; the Store License Agreement between Sears Home Appliance Showrooms, LLC and Sears; and the Trademark License Agreement between SHO and Sears (the “Trademark License Agreement”). “Digital Methods,” “Existing Contractual Obligation,” “Franchisee,” “HTS Outlet Products,” “Seller-Branded Products,” and “Seller Digital Methods” each is defined in the Merchandising Agreement.