Ownership/No Contest Clause Samples
The Ownership/No Contest clause establishes that a party acknowledges the other party's ownership rights in certain property, intellectual property, or assets, and agrees not to challenge or dispute those rights. In practice, this clause often applies to trademarks, patents, copyrights, or proprietary information, and may prohibit actions such as filing legal claims or assisting others in contesting ownership. Its core function is to prevent disputes over ownership, thereby providing certainty and reducing the risk of costly legal challenges.
Ownership/No Contest. Vectrus acknowledges and agrees that, as between the Parties, EXELIS owns all right, title, and interest in the EXELIS Marks. Vectrus will not challenge or contest such ownership or the validity of any EXELIS Marks, including in any claim, dispute, action, suit, arbitration, inquiry or proceeding (“Action”). Vectrus shall be considered a “related company” under Section 5 of the U.S. ▇▇▇▇▇▇ Act, 15 U.S.C. § 1055, such that its use of the EXELIS Marks and the goodwill generated thereby shall inure to the sole benefit of EXELIS. Notwithstanding the foregoing, to the extent Vectrus is deemed to have any ownership rights in the EXELIS Marks, at EXELIS’s request, Vectrus shall cause such rights to be assigned to EXELIS or its designee for no consideration.
Ownership/No Contest. Adient acknowledges and agrees that, as between the Parties, ▇▇▇▇▇▇▇ Controls and its Affiliates own all rights, title and interests in the ▇▇▇▇▇▇▇ Controls Marks. Adient will not challenge or contest such ownership or the validity of any ▇▇▇▇▇▇▇ Controls Marks, including in any Action (it being understood that nothing in this Agreement shall prohibit Adient from defending or taking any action to defend itself against any Third Party Claim arising from Adient’s use of the ▇▇▇▇▇▇▇ Controls Marks). Adient and its Affiliates shall each be considered a “related company” under Section 5 of the U.S. ▇▇▇▇▇▇ Act, 15 U.S.C. § 1055, such that their use of the ▇▇▇▇▇▇▇ Controls Marks and the goodwill generated thereby shall inure to the sole benefit of ▇▇▇▇▇▇▇ Controls and its applicable Affiliates. Notwithstanding the foregoing, to the extent Adient or any of its Affiliates is deemed to have any ownership rights in the ▇▇▇▇▇▇▇ Controls Marks, at ▇▇▇▇▇▇▇ Controls’ request, Adient shall cause such rights to be assigned to ▇▇▇▇▇▇▇ Controls or its designee for no consideration.
Ownership/No Contest. Exelis acknowledges and agrees that, as between the Parties, ITTME owns all right, title, and interest in the ITT Marks. Exelis will not challenge or contest such ownership or the validity of any ITT Marks, including in any claim, dispute, action, suit, arbitration, inquiry or proceeding (“Action”). Exelis shall be considered a “related company” under Section 5 of the U.S. ▇▇▇▇▇▇ Act, 15 U.S.C. § 1055, such that its use of the ITT Marks and the goodwill generated thereby shall inure to the sole benefit of ITTME. Notwithstanding the foregoing, to the extent Exelis is deemed to have any ownership rights in the ITT Marks, at ITTME’s request, Exelis shall cause such rights to be assigned to ITTME or its designee for no consideration.
Ownership/No Contest. Xylem acknowledges and agrees that, as between the Parties, GPI owns all right, title, and interest in the GWT Marks. Xylem will not challenge or contest such ownership or the validity of any GWT Marks and/or GPI Marks, including in any claim, dispute, action, suit, arbitration, inquiry or proceeding (“Action”). Xylem shall be considered a “related company” under Section 5 of the U.S. ▇▇▇▇▇▇ Act, 15 U.S.C. § 1055, such that its use of the GWT Marks and the goodwill generated thereby shall inure to the sole benefit of GPI. Notwithstanding the foregoing, to the extent Xylem is deemed to have any ownership rights in the GWT Marks, at GPI’s request, Xylem shall cause such rights to be assigned to GPI or its designee for no consideration.
Ownership/No Contest. Each party and its suppliers own its or their respective intellectual property, and, except as expressly granted herein, nothing herein will grant to either party any rights or licenses in or to the other party's intellectual property. Neither party shall encumber, assert a claim to or ownership of, any interest in any intellectual property of the other party or any goodwill associated therewith, except for any licenses or rights expressly granted hereunder or under any Order Form during its term.