Common use of Licensor Enforcement Clause in Contracts

Licensor Enforcement. (a) Licensor shall have the right, but not the obligation, to take action against third parties in the courts, administrative agencies or otherwise, at Licensor’s cost and expense, to prevent or terminate misuse, infringement, dilution, misappropriation, imitation or illegal use of the Licensed Marks and to oppose or cancel applications or registrations for any Trademarks that conflict with any of the Licensed Marks, or to defend the Licensed Marks. (b) Licensee shall reasonably cooperate with Licensor at Licensor’s expense in any action, suit or proceeding that the Licensor may undertake under this Section 5.2 (including without limitation, executing, filing and delivering all documents and evidence reasonably requested by the Licensor) and shall lend its name to such action, suit or proceeding if reasonably requested by the Licensor or required by applicable Law. The Licensee shall have the right to participate and be represented in any such action, suit or proceeding by its own counsel at its own expense. (c) All damages or other compensation of any kind recovered in any action, suit or proceeding undertaken under this Article V, or from any settlement or compromise thereof, shall be for the benefit of the Licensor, provided, however, that any compensation granted or awarded in light of any losses incurred by Licensee shall be for the benefit of the Licensee after Licensor’s reasonable expenses for taking such action, suit or proceeding have been paid.

Licensor Enforcement. (a) Licensor shall have the right, but not the obligation, to take action against third parties in the courts, administrative agencies or otherwise, at Licensor’s cost and expense, to prevent or terminate misuse, infringement, dilution, misappropriation, imitation or illegal use by third parties of the Licensed Marks and to oppose Domain Names or cancel applications or registrations for any Trademarks that conflict with any of the Licensed Marks, or to defend the Licensed MarksContent. (b) Licensee shall reasonably cooperate with Licensor at Licensor’s expense in any action, suit or proceeding that the Licensor may undertake under this Section 5.2 5.1 (including including, without limitation, executing, filing and delivering all documents and evidence reasonably requested by the Licensor) and shall lend its name to such action, suit or proceeding if reasonably requested by the Licensor or required by applicable Law. All reasonable out-of-pocket expenses incurred by the Licensee in connection therewith shall be reimbursed by the Licensor. The Licensee shall have the right to participate and be represented in any such action, suit or proceeding by its own counsel at its own expense. (c) All damages or other compensation of any kind recovered in any action, suit or proceeding undertaken under this Article V, or from any settlement or compromise thereof, shall be for the benefit of the Licensor, provided, however, that any compensation granted or awarded in light of any losses incurred by Licensee shall be for the benefit of the Licensee after Licensor’s reasonable expenses for taking such action, suit or proceeding have been paid.