Ownership of the Marks. Company or the Marks Owner is the current ---------------------- owner of all rights in and to the Marks in the Territory and may transfer ownership of such marks to its Affiliate. Company will, or shall require the Marks Owner to, enter into that certain Trademark License Agreement with Master Licensee, the form of which is attached hereto as Exhibit D. Master Licensee acknowledges that neither Master Licensee, its Affiliates or Franchisees have any, nor will they acquire any, proprietary interest whatsoever in the Marks and that the rights of Master Licensee and Franchisees to use the Marks are derived solely from the Trademark License Agreement entered into between the Marks Owner and Master Licensee and are limited to the franchising of Units pursuant to and in compliance with this Agreement and applicable Territory System Standards prescribed in the Territory System Standards Manual. Unauthorized use of the Marks by Master Licensee or Franchisees shall constitute a breach hereof and an infringement of the rights of the Marks Owner in and to the Marks. All usage of the Marks by Master Licensee and Franchisees, and any goodwill established thereby, shall inure to the exclusive benefit of the Marks Owner. This Agreement does not confer any goodwill or ownership interests in the Marks upon Master Licensee or Franchisees. In addition to its obligations under Paragraph 7.5 hereof, Master Licensee will take all necessary steps to preserve the goodwill and prestige of the Marks. Master Licensee acknowledges that upon expiration or termination hereof, no monetary value shall be attributable to any goodwill associated with the use of the Marks by Master Licensee or Franchisees.
Appears in 1 contract
Ownership of the Marks. Company or the Marks Owner is the current ---------------------- owner of all rights in and to the Marks in the Territory and may transfer ownership of such marks to its Affiliate. Company will, or shall require cause the Marks Owner to, enter into that certain Trademark License Agreement with Master Licensee, the form of which is attached hereto as Exhibit D. Master Licensee acknowledges that neither Master Licensee, its Affiliates or Franchisees have any, nor will they acquire any, proprietary interest whatsoever in the Marks and that the rights of Master Licensee and Franchisees to use the Marks are derived solely from the Trademark License Agreement entered into between the Marks Owner and Master Licensee and are limited to the franchising of Units pursuant to and in compliance with this Agreement and applicable Territory System Standards prescribed in the Territory System Standards Manual. Unauthorized use of the Marks by Master Licensee or Franchisees shall constitute a breach hereof and an infringement of the rights of the Marks Owner in and to the Marks. All usage of the Marks by Master Licensee and Franchisees, and any goodwill established thereby, shall inure to the exclusive benefit of the Marks Owner. This Agreement does not confer any goodwill or ownership interests in the Marks upon Master Licensee or Franchisees. In addition to its obligations under Paragraph 7.5 hereof, Master Licensee will take all necessary steps to preserve the goodwill and prestige of the Marks. Master Licensee acknowledges that upon expiration or termination hereof, no monetary value shall be attributable to any goodwill associated with the use of the Marks by Master Licensee or Franchisees.
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Ownership of the Marks. Company or the Marks Owner is the current ---------------------- owner of all rights in and to the Marks registered in the Territory and may transfer ownership of such marks Marks to its Affiliate. Company will, or shall require cause the Marks Owner to, enter into that certain Trademark License Agreement with Master Licensee, the form of which is attached hereto as Exhibit D. Master Licensee acknowledges that neither Master Licensee, its Affiliates or Franchisees have any, nor will they acquire any, proprietary interest whatsoever in the Marks and that the rights of Master Licensee and Franchisees to use the Marks are derived solely from the Trademark License Agreement entered into between the Marks Owner and Master Licensee and are limited to the franchising of Units pursuant to and in compliance with this Agreement and applicable Territory System Standards prescribed in the Territory System Standards Manual. Unauthorized use of the Marks by Master Licensee or Franchisees shall constitute a breach hereof and an infringement of the rights of the Marks Owner in and to the Marks. All usage of the Marks by Master Licensee and Franchisees, and any goodwill established thereby, shall inure to the exclusive benefit of the Marks Owner. This Agreement does not confer any goodwill or ownership interests in the Marks upon Master Licensee or Franchisees. In addition to its obligations under Paragraph 7.5 hereof, Master Licensee will take all necessary steps to preserve the goodwill and prestige of the Marks. Master Licensee acknowledges that upon expiration or termination hereof, no monetary value shall be attributable to any goodwill associated with the use of the Marks by Master Licensee or Franchisees.
Appears in 1 contract
Samples: Master License Agreement (Hosp-Italia Industries Inc)
Ownership of the Marks. The Company or warrants that, to the Marks Owner best of its knowledge, it is the current ---------------------- owner of all rights in and to the Marks in the Territory and may transfer ownership of such marks to its AffiliateTerritory. Company will, or shall require the Marks Owner to, enter into that certain Trademark Master License Agreement with Master Licensee, the form of which is attached hereto as Exhibit D. Master Licensee acknowledges that neither Master Licensee, its Affiliates or Franchisees Licensees have any, nor will they acquire any, proprietary interest whatsoever in the Marks and that the rights of Master Licensee and Franchisees Licensees to use the Marks are derived solely from the Trademark License this Agreement entered into between the Marks Owner and Master Licensee and are limited to the franchising exercise of Units the Rights granted pursuant to and in compliance with this Agreement and applicable Territory System Standards prescribed in the Territory System Standards Manual. Unauthorized use of the Marks by Master Licensee or Franchisees Licensees shall constitute a breach hereof and an infringement of the rights of the Marks Owner in and to the Marks. All usage of the Marks by Master Licensee and FranchiseesLicensees, and any goodwill established thereby, shall inure to the exclusive benefit of the Marks Owner. This Agreement does not confer any goodwill or ownership interests in the Marks upon Master Licensee or FranchiseesLicensees. In addition to its obligations under Paragraph 7.5 hereof, Master Licensee will take all necessary commercially reasonable steps to preserve the goodwill and prestige of the Marks. Master Licensee acknowledges that upon expiration or termination hereofof this Agreement, no monetary value shall be attributable to any goodwill associated with the use of the Marks by Master Licensee or FranchiseesLicensees.
Appears in 1 contract
Samples: Master License and Distribution Agreement (Friendly Ice Cream Corp)