Common use of Ownership of Trademarks Clause in Contracts

Ownership of Trademarks. Duramed shall own, throughout the world, any trademarks, trade dress, logos and/or slogans, and all registrations therefor, used or intended to be used for a Collaboration Product which Duramed owns as of the Effective Date or that is otherwise selected and/or registered by Duramed for use in connection with Collaboration Products (collectively, the “Duramed Marks”). Shire shall own, throughout the world, any trademark, trade dress, logo and/or slogans, and all registrations therefor, selected and/or registered by Shire for use in connection with Collaboration Products (collectively, the “Shire Marks”). All goodwill attributable to a Duramed Mxxx generated by the Commercialization of a Collaboration Product bearing a Duramed Mxxx shall inure to the benefit of Duramed. All goodwill attributable to a Sxxxx Xxxx generated by the Commercialization of a Collaboration Product bearing a Sxxxx Xxxx shall inure to the benefit of Shire. Shire shall not use and/or register any Duramed Marks in the Shire Territory without the prior consent of Duramed. Duramed shall not use and/or register any Shire Marks in the Duramed Territory without the prior consent of Shire, provided, however, that if Shire determines to use a Duramed Mxxx for the Commercialization of a Collaboration Product in the Shire Territory, Duramed shall grant to Shire, a non-exclusive, royalty-free license, with the right to grant sublicenses, to use such Duramed Mxxx in the Shire Territory, solely in conjunction with the Commercialization of the Collaboration Products. Shire shall comply with Duramed’s then-current guidelines for trademark usage, a copy of which shall be provided to Shire from time to time, in connection with Shire’s use of such Duramed Mxxx. Duramed shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Duramed Mxxx for each Collaboration Product. Shire shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Sxxxx Xxxx for each Collaboration Product, and any Duramed Marks that Shire elects to use in accordance with the provisions of this Section 12.7.3 within the Shire Territory. Duramed shall cooperate with Shire as reasonably requested by Shire in order to register (in Duramed’s name) any Duramed Marks licensed to Shire under this Section 12.7.3 in the Shire Territory.

Ownership of Trademarks. Duramed shall own, throughout the world, any trademarks, trade dress, logos and/or slogans, and all registrations therefor, used or intended to be used for a Collaboration Product which Duramed owns as of the Effective Date or that is otherwise selected and/or registered by Duramed for use in connection with Collaboration Products (collectively, the “Duramed Marks”). Shire shall own, throughout the world, any trademark, trade dress, logo and/or slogans, and all registrations therefor, selected and/or registered by Shire for use in connection with Collaboration Products (collectively, the “Shire Marks”). All goodwill attributable to a Duramed Mxxx Xxxx generated by the Commercialization of a Collaboration Product bearing a Duramed Mxxx Xxxx shall inure to the benefit of Duramed. All goodwill attributable to a Sxxxx Xxxxx Xxxx generated by the Commercialization of a Collaboration Product bearing a Sxxxx Xxxxx Xxxx shall inure to the benefit of Shire. Shire shall not use and/or register any Duramed Marks in the Shire Territory without the prior consent of Duramed. Duramed shall not use and/or register any Shire Marks in the Duramed Territory without the prior consent of Shire, provided, however, that if Shire determines to use a Duramed Mxxx Xxxx for the Commercialization of a Collaboration Product in the Shire Territory, Duramed shall grant to Shire, a non-exclusive, royalty-free license, with the right to grant sublicenses, to use such Duramed Mxxx Xxxx in the Shire Territory, solely in conjunction with the Commercialization of the Collaboration Products. Shire shall comply with Duramed’s then-current guidelines for trademark usage, a copy of which shall be provided to Shire from time to time, in connection with Shire’s use of such Duramed MxxxXxxx. Duramed shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Duramed Mxxx Xxxx for each Collaboration Product. Shire shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Sxxxx Xxxxx Xxxx for each Collaboration Product, and any Duramed Marks that Shire elects to use in accordance with the provisions of this Section 12.7.3 within the Shire Territory. Duramed shall cooperate with Shire as reasonably requested by Shire in order to register (in Duramed’s name) any Duramed Marks licensed to Shire under this Section 12.7.3 in the Shire Territory.

Ownership of Trademarks. Duramed shall New River will continue to own, throughout the world, any trademarks, trade dress, logos and/or slogans, and all registrations therefor, used or intended to be used for a Collaboration Product which Duramed New River owns as of the Effective Date or that is otherwise selected and/or registered by Duramed for use in connection with Collaboration Products (collectively, the “Duramed New River Marks”). Shire shall will own, throughout the world, any trademarkall other trademarks, trade dress, logo logos and/or slogans, and all registrations therefor, selected and/or registered by Shire used or intended to be used for use in connection with a Collaboration Products Product (collectively, the “Shire Marks”). All goodwill attributable to a Duramed Mxxx generated by the Commercialization of a Collaboration Product bearing a Duramed Mxxx shall inure to the benefit of Duramed. All goodwill attributable to a Sxxxx New River Xxxx generated by the Commercialization of a Collaboration Product bearing a Sxxxx New River Xxxx shall inure to the benefit of New River. All goodwill attributable to a Xxxxx Xxxx generated by the Commercialization of a Collaboration Product bearing a Xxxxx Xxxx shall inure to the benefit of Shire. Shire shall not use and/or register any Duramed Marks If the JMC determines, in the Shire Territory without the prior consent of Duramed. Duramed shall not use and/or register any Shire Marks in the Duramed Territory without the prior consent of Shireaccordance with Section 11.9.2, provided, however, that if Shire determines to use a Duramed Mxxx New River Xxxx for the Commercialization of a Collaboration Product in the Shire US Territory, Duramed New River shall grant to Shire, a non-exclusive, royalty-free license, with the right to grant sublicensessublicenses in accordance with Section 9.3, to use such Duramed Mxxx New River Xxxx in the Shire US Territory, solely in conjunction with the Commercialization of the Collaboration Products. Shire shall comply with DuramedNew River’s then-current guidelines for trademark usage, a copy of which shall be provided to Shire from time to time, in connection with Shire’s use of such Duramed MxxxNew River Xxxx. Duramed New River shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Duramed Mxxx New River Xxxx for each Collaboration Product; provided, however, that with respect to the US Territory, such costs will be included in Pre-Marketing Expenses or Marketing Management, as applicable. Shire shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Sxxxx Xxxxx Xxxx for each Collaboration Product; provided, and any Duramed Marks however, that Shire elects with respect to use the US Territory, such costs will be included in accordance with the provisions of this Section 12.7.3 within the Shire Territory. Duramed shall cooperate with Shire Pre-Marketing Expenses or Marketing Management, as reasonably requested by Shire in order to register (in Duramed’s name) any Duramed Marks licensed to Shire under this Section 12.7.3 in the Shire Territoryapplicable.

Ownership of Trademarks. Duramed shall New River will continue to own, throughout the world, any trademarks, trade dress, logos and/or slogans, and all registrations therefor, used or intended to be used for a Collaboration Product which Duramed New River owns as of the Effective Date or that is otherwise selected and/or registered by Duramed for use in connection with Collaboration Products (collectively, the “Duramed New River Marks”). Shire shall will own, throughout the world, any trademarkall other trademarks, trade dress, logo logos and/or slogans, and all registrations therefor, selected and/or registered by Shire used or intended to be used for use in connection with a Collaboration Products Product (collectively, the “Shire Marks”). All goodwill attributable to a Duramed Mxxx generated by the Commercialization of a Collaboration Product bearing a Duramed Mxxx shall inure to the benefit of Duramed. All goodwill attributable to a Sxxxx New River Xxxx generated by the Commercialization of a Collaboration Product bearing a Sxxxx New River Xxxx shall inure to the benefit of New River. All goodwill attributable to a Xxxxx Xxxx generated by the Commercialization of a Collaboration Product bearing a Xxxxx Xxxx shall inure to the benefit of Shire. Shire shall not use and/or register any Duramed Marks If the JMC determines, in the Shire Territory without the prior consent of Duramed. Duramed shall not use and/or register any Shire Marks in the Duramed Territory without the prior consent of Shireaccordance with Section 11.9.2, provided, however, that if Shire determines to use a Duramed Mxxx New River Xxxx for the Commercialization of a Collaboration Product in the Shire US Territory, Duramed New River shall grant to Shire, a non-exclusive, royalty-free license, with the right to grant sublicensessublicenses in accordance with Section 9.3, to use such Duramed Mxxx New River Xxxx in the Shire US Territory, solely in conjunction with the Commercialization of the Collaboration Products. Shire shall comply with DuramedNew River’s then-current guidelines for trademark usage, a copy of which shall be provided to Shire from time to time, in connection with Shire’s use of such Duramed MxxxNew River Xxxx. Duramed New River shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Duramed Mxxx New River Xxxx for each Collaboration Product; provided, however, that with respect to the US Territory, such costs will be included in Pre-Marketing Expenses or Marketing Management, as applicable. Shire shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Sxxxx Shire Xxxx for each Collaboration Product; provided, and any Duramed Marks however, that Shire elects with respect to use the US Territory, such costs will be included in accordance with the provisions of this Section 12.7.3 within the Shire Territory. Duramed shall cooperate with Shire Pre-Marketing Expenses or Marketing Management, as reasonably requested by Shire in order to register (in Duramed’s name) any Duramed Marks licensed to Shire under this Section 12.7.3 in the Shire Territoryapplicable.

Ownership of Trademarks. Duramed shall New River will continue to own, throughout the world, any trademarks, trade dress, logos and/or slogans, and all registrations therefor, used or intended to be used for a Collaboration Product which Duramed New River owns as of the Effective Date or that is otherwise selected and/or registered by Duramed for use in connection with Collaboration Products (collectively, the “Duramed New River Marks”). Shire shall will own, throughout the world, any trademarkall other trademarks, trade dress, logo logos and/or slogans, and all registrations therefor, selected and/or registered by Shire used or intended to be used for use in connection with a Collaboration Products Product (collectively, the “Shire Marks”). All goodwill attributable to a Duramed Mxxx generated by the Commercialization of a Collaboration Product bearing a Duramed Mxxx shall inure to the benefit of Duramed. All goodwill attributable to a Sxxxx New River Xxxx generated by the Commercialization of a Collaboration Product bearing a Sxxxx New River Xxxx shall inure to the benefit of New River. All goodwill attributable to a Xxxxx Xxxx generated by the Commercialization of a Collaboration Product bearing a Xxxxx Xxxx shall inure to the benefit of Shire. Shire shall not use and/or register any Duramed Marks If the JMC determines, in the Shire Territory without the prior consent of Duramed. Duramed shall not use and/or register any Shire Marks in the Duramed Territory without the prior consent of Shireaccordance with Section 11.9.1, provided, however, that if Shire determines to use a Duramed Mxxx New River Xxxx for the Commercialization of a Collaboration Product in the US Territory or Shire determines to use a New River Xxxx for the Commercialization of a Collaboration Product in the ROW Territory, Duramed as applicable, New River shall grant to Shire, a non-exclusive, royalty-free license, with the right to grant sublicensessublicenses in accordance with Section 9.3, to use such Duramed Mxxx New River Xxxx in the Shire US Territory and/or ROW Territory, as applicable, solely in conjunction with the Commercialization of the Collaboration Products. Shire shall comply with DuramedNew River’s then-current guidelines for trademark usage, a copy of which shall be provided to Shire from time to time, in connection with Shire’s use of such Duramed MxxxNew River Xxxx. Duramed New River shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Duramed Mxxx New River Xxxx for each Collaboration Product; provided, however, that with respect to the US Territory, such costs will be included in Pre-Marketing Expenses or Marketing Management, as applicable. Shire shall solely bear all costs of prosecution of applications to register and to record licenses (if applicable) for, and maintenance of, each Sxxxx Xxxxx Xxxx for each Collaboration Product; provided, and any Duramed Marks however, that Shire elects with respect to use the US Territory, such costs will be included in accordance with the provisions of this Section 12.7.3 within the Shire Territory. Duramed shall cooperate with Shire Pre-Marketing Expenses or Marketing Management, as reasonably requested by Shire in order to register (in Duramed’s name) any Duramed Marks licensed to Shire under this Section 12.7.3 in the Shire Territoryapplicable.