Common use of Ownership and Quality Clause in Contracts

Ownership and Quality. (a) LinnCo agrees that ownership of the Name and the Marks and the goodwill relating thereto shall remain vested in Linn Energy, the owner of the xxxx, and any successor thereto, both during the term of this License and thereafter, and LinnCo further agrees never to challenge, contest or question the validity of Linn Energy’s ownership of the Name and Marks or any registration thereto by Linn Energy. In connection with the use of the Name and the Xxxx, LinnCo shall not in any manner represent that it has any ownership in the Name and the Marks or registration thereof except as set forth herein, and LinnCo acknowledges that the use of the Name and the Marks shall not create any right, title or interest in or to the Name and the Marks, and all use of the Name and the Marks by LinnCo shall inure to the benefit of Linn Energy. (b) LinnCo agrees to use the Name and Marks in accordance with such quality standards established by or for Linn Energy and communicated to LinnCo from time to time. In the event LinnCo is determined by Linn Energy to be using the Marks in a manner not in accordance with quality standards established by Linn Energy, Linn Energy 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 Linn Energy within thirty (30) days of such notice, the entity’s license to use the Marks shall terminate and shall not be renewed absent written authorization from Linn Energy.