Ownership and Quality. (a) The Partnership agrees that all right, title and interest in and to the Name and the Marks and the goodwill relating thereto—including any goodwill accrued as a result of use of the Name or the Marks by any entity comprising the Partnership Group—shall remain solely vested in Rice, and any successor thereto, both during the term of this License and thereafter, and the Partnership further agrees, and agrees to cause the other members of the Partnership Group, never to challenge, contest or question the validity of the Name and Marks, any registration thereof, and/or Rice’s sole ownership of the Name and Marks. In connection with the use of the Name and the Marks, the Partnership and any other member of the Partnership Group shall not in any manner represent that they have any right, title or interest in the Name or the Marks or registration thereof except as set forth herein, and the Partnership, on behalf of itself and the other members of the Partnership Group, acknowledges that the use of the Name and the Marks shall not create in Partnership or other members of the Partnership Group any right, title or interest in or to the Name or the Marks, and all use of the Name and the Marks by the Partnership or any other member of the Partnership Group, shall inure solely to the benefit of Rice. In addition, the Partnership and any other member of the Partnership Group shall not register or attempt to register the Name or the Marks in any jurisdiction. The sole right and authority to register the Name or the Marks shall remain vested in Rice. The License shall be limited to the territory of the United States and shall not include any right to sublicense any rights granted herein. (b) The Partnership agrees, and agrees to cause the other members of the Partnership Group, to use the Name and Marks in accordance with such quality standards established by or for Rice and communicated to the Partnership from time to time, it being understood that the products and services offered by the members of the Partnership Group immediately before the Closing Date are of a quality that is acceptable to Rice. In the event any entity comprising a part of the Partnership Group or the Partnership is determined by Rice to be using the Name or a Xxxx in a manner not in accordance with quality standards established by Rice, Rice shall provide written notice of such unacceptable use including the reason why applicable quality standards are not being met. If acceptable proof that quality standards are met is not provided to Rice within thirty (30) days of such notice, the entity’s license to use the Name and the Marks shall terminate and shall not be renewed absent written authorization from Rice.
Appears in 3 contracts
Samples: Omnibus Agreement (Rice Energy Inc.), Omnibus Agreement (Rice Midstream Partners LP), Omnibus Agreement (Rice Midstream Partners LP)
Ownership and Quality. (a) The Partnership agrees that Oasis is the sole owner of the Marks, and all right, title and interest interest, including intellectual property rights, in and to the Name and the Marks and the goodwill relating thereto—including any goodwill accrued as a result of use of the Name or the Marks by any entity comprising the Partnership Group—shall remain solely vested in Riceand inure to the sole benefit of Oasis, and any successor thereto, both during the term of this License and thereafter, and the Partnership further agrees, and agrees to cause the other members of the Partnership Group, never to challenge, contest or question the validity or enforceability of the Name and Marks, any intellectual property rights thereto, any registration thereof, and/or RiceOasis’s sole ownership of the Name and Marks. In connection with the use of the Name and the Marks, the Partnership and any other member of the Partnership Group shall not in any manner represent that they have any right, title or interest interest, including intellectual property rights, in the Name or the Marks or registration thereof except as set forth herein, and the Partnership, on behalf of itself and the other members of the Partnership Group, acknowledges that the use of the Name and the Marks shall not create in Partnership or other members of the Partnership Group any right, title or interest interest, including intellectual property rights, in or to the Name or the Marks, other than the limited license granted in Section 3.1, and all use of the Name and the Marks by the Partnership or any other member of the Partnership Group, shall inure solely to the benefit of RiceOasis. In addition, the Partnership and any other member of the Partnership Group shall not register or attempt to register the Name or the Marks Marks, or any confusingly similar trademarks, trade names, logos and/or service marks in any jurisdiction. The sole right and authority to register the Name or the Marks Marks, or any confusingly similar trademarks, trade names, logos and/or service marks shall remain vested in Rice. The License shall be limited to the territory of the United States and shall not include any right to sublicense any rights granted hereinOasis.
(b) The Partnership agrees, and agrees to cause the other members of the Partnership Group, to use the Name and Marks in accordance with such quality standards and trademark usage guidelines established by or for Rice Oasis and communicated to the Partnership from time to time, it being understood that the . The products and services offered by the members of the Partnership Group shall immediately before the Closing Date are be of a quality that is acceptable to RiceOasis. In the event any entity comprising a part of the Partnership Group or the Partnership is determined by Rice Oasis to be using the Name or a Xxxx in a manner not in accordance with quality standards or trademark usage guidelines established by RiceOasis, Rice Oasis shall provide written notice of such unacceptable use including the reason why applicable quality standards or trademark usage guidelines are not being met. If acceptable proof that quality standards or trademark usage guidelines are met is not provided to Rice Oasis within thirty (30) days of such notice, the entity’s license License to use the Name and the Marks shall immediately terminate and shall not be renewed absent written authorization from RiceOasis.
Appears in 3 contracts
Samples: Omnibus Agreement (Oasis Midstream Partners LP), Omnibus Agreement (Oasis Midstream Partners LP), Omnibus Agreement (Oasis Midstream Partners LP)
Ownership and Quality. (a) The Partnership agrees that all right, title and interest in and to the Name and the Marks and the goodwill relating thereto—— including any goodwill accrued as a result of use of the Name or the Marks by any entity comprising the Partnership Group—shall remain solely vested in Rice, and any successor thereto, both during the term of this License and thereafter, and the Partnership further agrees, and agrees to cause the other members of the Partnership Group, never to challenge, contest or question the validity of the Name and Marks, any registration thereof, and/or Rice’s sole ownership of the Name and Marks. In connection with the use of the Name and the Marks, the Partnership and any other member of the Partnership Group shall not in any manner represent that they have any right, title or interest in the Name or the Marks or registration thereof except as set forth herein, and the Partnership, on behalf of itself and the other members of the Partnership Group, acknowledges that the use of the Name and the Marks shall not create in Partnership or other members of the Partnership Group any right, title or interest in or to the Name or the Marks, and all use of the Name and the Marks by the Partnership or any other member of the Partnership Group, shall inure solely to the benefit of Rice. In addition, the Partnership and any other member of the Partnership Group shall not register or attempt to register the Name or the Marks in any jurisdiction. The sole right and authority to register the Name or the Marks shall remain vested in Rice. The License shall be limited to the territory of the United States and shall not include any right to sublicense any rights granted herein.
(b) The Partnership agrees, and agrees to cause the other members of the Partnership Group, to use the Name and Marks in accordance with such quality standards established by or for Rice and communicated to the Partnership from time to time, it being understood that the products and services offered by the members of the Partnership Group immediately before the Closing Date are of a quality that is acceptable to Rice. In the event any entity comprising a part of the Partnership Group or the Partnership is determined by Rice to be using the Name or a Xxxx in a manner not in accordance with quality standards established by Rice, Rice shall provide written notice of such unacceptable use including the reason why applicable quality standards are not being met. If acceptable proof that quality standards are met is not provided to Rice within thirty (30) days of such notice, the entity’s license to use the Name and the Marks shall terminate and shall not be renewed absent written authorization from Rice.
Appears in 1 contract
Samples: Omnibus Agreement