Ownership and Maintenance of the Licensed Marks. Section 3.01 Licensee acknowledges that Licensor is the sole owner of the Licensed Marks, agrees that it will do nothing inconsistent with such ownership, agrees that all use of the Licensed Marks by Licensee, including all goodwill associated therewith, shall inure solely to the benefit of Licensor, and agrees to assist Licensor in executing any additional documents that may be necessary to effect the purposes of this provision, including but not limited to the execution of any and all documents required by governmental agencies in order to register or maintain the current registrations of the Licensed Marks. Licensee agrees that it will not represent that it has any ownership interest in the License Marks or any registration thereof. Licensee admits the validity of the Licensed Marks and agrees that it will not, directly or indirectly, attack or challenge in any way the validity of the Licensed Marks, Licensor's rights in and to the Licensed Marks or the validity or enforceability of this Agreement. Licensee acknowledges that nothing in this Agreement shall give Licensee any right, title or interest in the Licensed Marks or any goodwill associated therewith, other than those rights expressly granted hereunder. Section 3.02 Licensee acknowledges that its use of a Licensed Xxxx of Licensor prior to this License Agreement creates no ownership rights for Licensee in a Licensed Xxxx in any jurisdiction. Upon termination of the rights granted by the Agreement, Licensee agrees it shall not claim any ownership rights to any Licensed Xxxx of Licensor as a result of such use. Section 3.03 Licensor shall use commercially reasonable efforts to maintain the Licensed Marks and all registrations thereof and/or applications therefor in the Territory. Licensee shall execute all documents as are reasonably necessary or expedient to aid in, and shall otherwise cooperate at Licensor's expense with, Licensor's efforts to prepare, obtain, file, record and maintain all such registrations and applications. Section 3.04 Licensor shall have no further maintenance obligations as to the Licensed Marks or any registration thereof or application therefor upon giving written notice to Licensee that it does not intend to continue such maintenance; provided, however that Licensor shall have no such right of termination of its maintenance obligations in the event any Series of Notes is outstanding. Notwithstanding anything to the contrary contained herein, after giving such notice, Licensor shall not be liable to Licensee in any manner for any failure by Licensor to maintain any Licensed Marks.
Appears in 9 contracts
Samples: Omnibus Instrument (Protective Life Insurance Co), Omnibus Instrument (Protective Life Insurance Co), Standard License Agreement (Protective Life Insurance Co)
Ownership and Maintenance of the Licensed Marks. Section 3.01 The Licensee acknowledges that the Licensor is the sole owner of the Licensed Marks, agrees that it will do nothing inconsistent with such ownership, agrees that all use of the Licensed Marks by the Licensee, including all goodwill associated therewith, shall inure solely to the benefit of the Licensor, and agrees to assist the Licensor in executing any additional documents that may be necessary to effect the purposes of this provision, including but not limited to the execution of any and all documents required by governmental agencies in order to register or maintain the current registrations of the Licensed Marks. The Licensee agrees that it will not represent that it has any ownership interest in the License Licensed Marks or any registration thereof. The Licensee admits acknowledges the validity of the Licensed Marks and agrees that it will not, directly or indirectly, attack or challenge in any way the validity of the Licensed Marks, the Licensor's rights in and to the Licensed Marks or the validity or enforceability of this the Agreement. The Licensee acknowledges that nothing in this the Agreement shall give the Licensee any right, title or interest in the Licensed Marks or any goodwill associated therewith, other than those rights expressly granted hereunderunder the Agreement.
Section 3.02 The Licensee acknowledges that its use of a Licensed Xxxx Mark of the Licensor prior to this License the Agreement creates no ownership rights for righxx xor the Licensee in a Licensed Xxxx Mark in any jurisdiction. Upon termination of the rights granted by txx Xgreement, the Agreement, Licensee agrees it shall not claim any ownership rights to any Licensed Xxxx Mark of the Licensor as a result of such use.
Section 3.03 3.00 Xhe Licensor shall use commercially reasonable efforts to maintain the Licensed Marks and all registrations thereof and/or applications therefor in the Territory. The Licensee shall execute all documents as are reasonably necessary or expedient to aid in, and shall otherwise cooperate at the Licensor's expense with, the Licensor's efforts to prepare, obtain, file, record and maintain all such registrations and applications.
Section 3.04 The Licensor shall have no further maintenance obligations as to the Licensed Marks or any registration thereof or application therefor upon giving written notice to the Licensee that it does not intend to continue such maintenance; provided, however that the Licensor shall have no such right of termination of its maintenance obligations in the event any Series series of Notes is outstanding. Notwithstanding anything to the contrary contained herein, after giving such notice, the Licensor shall not be liable to the Licensee in any manner for any failure by the Licensor to maintain any Licensed Marks.
Appears in 3 contracts
Samples: Omnibus Instrument (Principal Life Insurance Co), Omnibus Instrument (Principal Life Insurance Co), Omnibus Instrument (Principal Life Insurance Co)
Ownership and Maintenance of the Licensed Marks. Section 3.01 The Licensee acknowledges that the Licensor is the sole owner of the Licensed Marks, agrees that it will do nothing inconsistent with such ownership, agrees that all use of the Licensed Marks by the Licensee, including all goodwill associated therewith, shall inure solely to the benefit of the Licensor, and agrees to assist the Licensor in executing any additional documents that may be necessary to effect the purposes of this provision, including but not limited to the execution of any and all documents required by governmental agencies in order to register or maintain the current registrations of the Licensed Marks. The Licensee agrees that it will not represent that it has any ownership interest in the License Licensed Marks or any registration thereof. The Licensee admits acknowledges the validity of the Licensed Marks and agrees that it will not, directly or indirectly, attack or challenge in any way the validity of the Licensed Marks, the Licensor's ’s rights in and to the Licensed Marks or the validity or enforceability of this the Agreement. The Licensee acknowledges that nothing in this the Agreement shall give the Licensee any right, title or interest in the Licensed Marks or any goodwill associated therewith, other than those rights expressly granted hereunderunder the Agreement.
Section 3.02 The Licensee acknowledges that its use of a Licensed Xxxx Mxxx of the Licensor prior to this License the Agreement creates no ownership rights for the Licensee in a Licensed Xxxx Mxxx in any jurisdiction. Upon termination of the rights granted by the Agreement, the Licensee agrees it shall not claim any ownership rights to any Licensed Xxxx Mxxx of the Licensor as a result of such use.
Section 3.03 The Licensor shall use commercially reasonable efforts to maintain the Licensed Marks and all registrations thereof and/or applications therefor in the Territory. The Licensee shall execute all documents as are reasonably necessary or expedient to aid in, and shall otherwise cooperate at the Licensor's ’s expense with, the Licensor's ’s efforts to prepare, obtain, file, record and maintain all such registrations and applications.
Section 3.04 The Licensor shall have no further maintenance obligations as to the Licensed Marks or any registration thereof or application therefor upon giving written notice to the Licensee that it does not intend to continue such maintenance; provided, however that the Licensor shall have no such right of termination of its maintenance obligations in the event any Series series of Notes is outstanding. Notwithstanding anything to the contrary contained herein, after giving such notice, the Licensor shall not be liable to the Licensee in any manner for any failure by the Licensor to maintain any Licensed Marks.
Appears in 1 contract
Samples: Standard License Agreement (Principal Life Insurance Co)