Common use of Ownership of the Marks Clause in Contracts

Ownership of the Marks. The Company warrants that, to the best of its knowledge, it is the current owner of all rights in and to the Marks in the Territory. Master License acknowledges that neither Master Licensee, its Affiliates or Licensees have any, nor will they acquire any, proprietary interest whatsoever in the Marks and that the rights of Master Licensee and Licensees to use the Marks are derived solely from this Agreement and are limited to the exercise of 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 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 Licensees, 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 Licensees. Master Licensee will take all commercially reasonable steps to preserve the goodwill and prestige of the Marks. Master Licensee acknowledges that upon expiration or termination of this Agreement, no monetary value shall be attributable to any goodwill associated with the use of the Marks by Master Licensee or Licensees.

Appears in 1 contract

Samples: License and Distribution Agreement (Friendly Ice Cream Corp)

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Ownership of the Marks. The Company warrants that, to or the best of its knowledge, it Marks Owner is the current ---------------------- owner of all rights in and to the Marks in the TerritoryTerritory 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 License Licensee, the form of which is attached hereto as Exhibit D. Master Licensee acknowledges that neither Master Licensee, its Affiliates or Licensees Franchisees have any, nor will they acquire any, proprietary interest whatsoever in the Marks and that the rights of Master Licensee and Licensees Franchisees to use the Marks are derived solely from this the Trademark License Agreement entered into between the Marks Owner and Master Licensee and are limited to the exercise franchising of the Rights granted 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 Licensees 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 LicenseesFranchisees, 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 LicenseesFranchisees. In addition to its obligations under Paragraph 7.5 hereof, Master Licensee will take all commercially reasonable necessary steps to preserve the goodwill and prestige of the Marks. Master Licensee acknowledges that upon expiration or termination of this Agreementhereof, no monetary value shall be attributable to any goodwill associated with the use of the Marks by Master Licensee or LicenseesFranchisees.

Appears in 1 contract

Samples: Master License Agreement (Chartwell Leisure Inc)

Ownership of the Marks. The Company warrants that, to or the best of its knowledge, it Marks Owner is the current ---------------------- owner of all rights in and to the Marks in the TerritoryTerritory and may transfer ownership of such marks to its Affiliate. Company will, or shall cause the Marks Owner to, enter into that certain Trademark License Agreement with Master License Licensee, the form of which is attached hereto as Exhibit D. Master Licensee acknowledges that neither Master Licensee, its Affiliates or Licensees Franchisees have any, nor will they acquire any, proprietary interest whatsoever in the Marks and that the rights of Master Licensee and Licensees Franchisees to use the Marks are derived solely from this the Trademark License Agreement entered into between the Marks Owner and Master Licensee and are limited to the exercise franchising of the Rights granted 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 Licensees 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 LicenseesFranchisees, 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 LicenseesFranchisees. In addition to its obligations under Paragraph 7.5 hereof, Master Licensee will take all commercially reasonable necessary steps to preserve the goodwill and prestige of the Marks. Master Licensee acknowledges that upon expiration or termination of this Agreementhereof, no monetary value shall be attributable to any goodwill associated with the use of the Marks by Master Licensee or LicenseesFranchisees.

Appears in 1 contract

Samples: License Agreement (Chartwell Leisure Inc)

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Ownership of the Marks. The Company warrants that, to or the best of its knowledge, it Marks Owner is the current owner of all rights in and to the Marks registered in the TerritoryTerritory and may transfer ownership of such Marks to its Affiliate. Company will, or shall cause the Marks Owner to, enter into that certain Trademark License Agreement with Master License Licensee, the form of which is attached hereto as Exhibit D. Master Licensee acknowledges that neither Master Licensee, its Affiliates or Licensees Franchisees have any, nor will they acquire any, proprietary interest whatsoever in the Marks and that the rights of Master Licensee and Licensees Franchisees to use the Marks are derived solely from this the Trademark License Agreement entered into between the Marks Owner and Master Licensee and are limited to the exercise franchising of the Rights granted 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 Licensees 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 LicenseesFranchisees, 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 LicenseesFranchisees. In addition to its obligations under Paragraph 7.5 hereof, Master Licensee will take all commercially reasonable necessary steps to preserve the goodwill and prestige of the Marks. Master Licensee acknowledges that upon expiration or termination of this Agreementhereof, no monetary value shall be attributable to any goodwill associated with the use of the Marks by Master Licensee or LicenseesFranchisees.

Appears in 1 contract

Samples: Agreement (Hosp-Italia Industries Inc)

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