Product Trademarks. BMS shall be solely responsible for the selection (including the creation, searching and clearing), registration, maintenance, policing and enforcement of all trademarks developed for use in connection with the marketing, sale or distribution of Products in the Field in the Territory (the “Product Marks”). BMS shall own all Product Marks, and all trademark registrations for said marks.
Product Trademarks. Zai will have the right to brand the Licensed Products in the Territory using trademarks, logos, and trade names it determines appropriate for the Licensed Products, which may vary by region or within a region (the “Product Marks”). Zai will own all rights in the Product Marks in the Territory and will register and maintain the Product Marks in the Territory that it determines reasonably necessary, at Zai’s cost and expense. Upon Zai’s request, Paratek will reasonably assist Zai in the selection and design of the Product Marks. Zai will also have the right (pursuant to this Section 8.4) to use certain trademarks in the Territory as set forth in Schedule 8.4 (the “Paratek Product Marks”). If Zai elects to use the Paratek Product Marks in connection with the Commercialization of the Licensed Products in the Territory, Paratek will and hereby does grant to Zai, during the Term and subject to the terms and conditions of this Agreement, a royalty-free, exclusive license under Paratek’s rights to use such Paratek Product Marks in connection with the Commercialization of the Licensed Products in the Field in the Territory in compliance with Applicable Laws. Zai will comply with Paratek’s brand usage guidelines provided to Zai in its use of the Paratek Product Marks. For the avoidance of doubt, Paratek (a) has sole discretion regarding prosecution and maintenance of the Paratek Product Marks, provided that, after Zai has initiated launch efforts to Commercialize the Product under any particular Paratek Product Xxxx, Paratek shall notify Zai in writing of any decision to modify and/or discontinue the application or registration of such Paratek Product Xxxx in the Territory, and shall not carry out such modification or discontinuation without Zai’s prior written consent (not to be unreasonably withheld), further provided that Paratek shall not be required to obtain Zai’s consent if such modification and/or discontinuation is required by the applicable Regulatory Authority in the Territory or is necessary to avoid any potential infringement of the rights of any Third Party, and (b) has no obligation to ensure that, and provides no guarantee that, any applications included in the Paratek Products Marks issues to a registered trademark in the Territory.
Product Trademarks. Quoin shall maintain the Product Trademark registration in the Territory throughout the Term. All Product sold by Licensee in the Territory shall bear the Product Trademark and Licensee will commercialize the Product in the Territory under the Product Trademark. Furthermore, Licensee shall only use the Product Trademark in connection with Product supplied by Quoin. The nature and quality of the Product advertised or sold by Licensee on which a Product Trademark appears shall conform to quality standards and the specifications specified by Quoin in the Data Package. Licensee agrees to cooperate with Quoin to enable Quoin to verify the nature and quality of the use of the Product Trademarks and that the use of the Product Trademarks is consistent with the agreed quality standards and specifications. Licensee agrees that in using the Product Trademark in its activities under this Agreement, it will not represent in any way that it has any right or title to the ownership of the Product Trademark or the registration therefor. Licensee shall not use the Product Trademark in any way that would diminish, tarnish, disparage, or damage the goodwill in and to the Product Trademark. When using the Product Trademark, Licensee shall comply with all Applicable Laws. Licensee will not take any actions that would challenge Quoin’s ownership in the Product Trademark, or contest the validity of the Product Trademark. Such actions would be considered a breach of the Agreement. All goodwill accruing to the Product Trademark as a result of the use of the Product Trademark shall belong solely to Quoin. Licensee shall provide to Quoin prompt written notice of any actual or threatened infringement of the Product Trademark in the Territory and of any actual or threatened claim that the use of the Product Trademark in the Territory violates the rights of any Third Party, of which Licensee becomes aware. Quoin shall the sole right to such action as Quoin deems necessary against a Third Party based on any alleged, threatened or actual infringement, dilution, misappropriation or other violation of or unfair trade practices or any other like offense relating to, the Product Trademark by a Third Party in the Territory at its sole cost and expense and using counsel of its own choice. Quoin shall retain any damages or other amounts collected in connection therewith.]
Product Trademarks. (a) Hospira shall have the sole right to select Product names, trademarks, trade dress, style of packaging, labeling and the like used in connection with the commercialization of Product including special promotional or advertising taglines. Each Product-specific trademark, and all goodwill associated therewith, and all applications, registrations, extensions and renewals and other rights relating thereto, shall be collectively referred to as a “Product Trademark”. Hospira shall be the exclusive owner of each Product Trademark. Hospira shall have the sole right to register and renew, at its expense, each such Product Trademark in any country or jurisdiction of Hospira’s choosing.
(b) To the extent permitted by Applicable Law, Hospira shall (i) include the phrase “Licensed from Pfenex Inc.” and the Pfenex logo in the Product Documentation (excluding Product labels and packaging) used in each Major Market and Australia and Japan, to be placed in a size [***] of the size of the Hospira logo) and location reasonably determined by Hospira, and (ii) include the phrase “Licensed from Pfenex Inc.” on the Product labels and packaging used in each Major Market and Australia and Japan, to be placed in a size and location reasonably determined by Hospira, in each case (i) and (ii), subject to Hospira obtaining necessary authorization(s) therefor from applicable Regulatory Agency(ies). Accordingly, Hospira shall use Commercially Reasonable Efforts to obtain such necessary authorizations. Hospira shall have no obligation to remove or modify the phrase “Licensed from Pfenex Inc.” and/or the Pfenex logo from the Product Documentation (including Product labels and packaging) once finalized. Subject to the foregoing, Pfenex hereby grants to Hospira, its Affiliates and Third Party distributors the right to use the Pfenex name and logo in connection with Hospira’s obligations pursuant to this Section 6.1(b). The Pfenex logo and the goodwill associated therewith, and all applications, registrations, extensions and renewals and other rights relating thereto, shall be the sole property Pfenex.
Product Trademarks. 3.16.1. Except as provided in Section 6.5 with respect to Impax Generic Versions, Impax shall use the Product Trademarks on all Licensed Products Commercialized by Impax in the Territory. No other Trademark, other than Impax’ Corporate Names, shall be used by Impax or any of its Affiliates or Sublicensees or distributors in connection with the Commercialization of the Licensed Products in the Territory unless and until AstraZeneca approves such Trademark for use in connection with the Commercialization of the Licensed Products in writing. Any such approval shall not be unreasonably withheld, conditioned or delayed. All goodwill from the use of the Product Trademarks shall inure to the sole benefit of AstraZeneca. Except as granted under this Agreement (including under Sections 6.1.8 and 6.1.9), to the extent that Impax acquires any right, title or interest in or to any Product Trademarks used by Impax in connection with the Exploitation of the Licensed Products, Impax hereby assigns such rights to AstraZeneca.
3.16.2. Each Party shall not during the Term or thereafter adopt or seek to register any Trademark confusingly similar to the Product Trademarks or the other Party’s Corporate Names. Each Party shall not, and shall not permit its Affiliates to, (i) use in their respective businesses, any Trademark that is confusingly similar to, misleading or deceptive with respect to or that dilutes any (or any part) of the Corporate Names of the other Party or the Product Trademarks, or (ii) do any act which endangers, destroys, or similarly affects, in any material respect, the value of the goodwill pertaining to such other Party’s Corporate Names or the Product Trademarks. Each Party agrees, and shall cause its Affiliates and, in the case of Impax, Sublicensees to conform (a) to the customary industry standards for the protection of the other Party’s Corporate Names and the Product Trademarks, and (b) to maintain the quality standards of the other Party with respect to the goods sold and services provided in connection with such other Party’s Corporate Names and the Product Trademarks and any guidelines with respect to such other Party’s Corporate Names provided by such other Party and the Product Trademarks provided by AstraZeneca from time to time. Each Party shall not, and shall cause its Affiliates and, in the case of Impax, shall use Commercially Reasonable Efforts to cause its Sublicensees not to, do any act which endangers, destroys, or similarly affects, ...
Product Trademarks. Adapt shall have the sole right to determine, in its sole discretion, the Product Trademarks to be used with respect to the Exploitation of Products on a worldwide basis. As between the Parties, all such Product Trademarks shall be owned by Adapt.
Product Trademarks. The Parties’ shall propose and through the JSC select the trademark, trade dress, logos and slogans under which each Collaboration Product shall be exclusively marketed (each a “Collaboration Product Trademark”). The Parties shall register the Collaboration Product Trademark and shall take all such actions as are required to continue and maintain in full force and effect the trademarks and the registrations thereof as well as enforce such trademarks and registrations. The Parties shall jointly own the trademarks which are specifically directed to Collaboration Products and each Party shall execute all documents and take all actions as are reasonably requested by the other Party to effectuate such joint ownership in such trademarks unless such joint ownership would not be practicable in any such jurisdiction, in which case the Lead Commercialization Party shall have sole ownership. Collaboration Product Trademarks shall be used only pursuant to the terms of this Agreement and any applicable co-promotion agreement to identify, and in connection with the marketing of, Collaboration Products and shall not be used by either Party to identify, or in connection with the marketing of, any other products. In case a Party Opts-Out it shall be obliged to assign its title to and interest in the Collaboration Product Trademarks to the Continuing Party free of charge, provided the Continuing Party pays the costs of assignment.
Product Trademarks. All Collaboration Products shall be marketed and sold worldwide under and in connection with trademarks, trade dress, logos and slogans selected in accordance with this Section 11.9.
Product Trademarks. Zai may use (pursuant to this Section 8.4) the trademarks Controlled by TPTX in the Territory as TPTX may provide to Zai in writing from time to time (the “TPTX Product Marks”) and may use the English xxxx thereof with Chinese phonetic translation below. TPTX hereby grants to Zai, during the Term and subject to the terms and conditions of this Agreement, a royalty-free, exclusive license under TPTX’s rights to use such TPTX Product Marks in connection with the Commercialization of the Products in the Field in the Territory in compliance with Applicable Laws and this Agreement. Zai shall comply with TPTX’s brand usage guidelines provided to Zai in its use of the TPTX Product Marks. Zai may also brand the Products in the Territory using other trademarks, logos, and trade names specific for the Products that differ from the TPTX Product Marks and do not contain the name of TPTX; provided, however, that (a) prior to such use, Zai shall submit such trademarks, logos and trade names for TPTX’s prior written approval (not to be unreasonably withheld, delayed or conditioned), and (b) such trademarks, logos and trademarks shall be deemed owned by Zai (the “Product Marks”). Zai shall own all rights in the Product Marks in the Territory and shall register and maintain the Product Marks in the Territory that it determines reasonably necessary.
Product Trademarks. All packaging, promotional materials, package inserts, and labeling for each Product shall bear one or more Trademark(s) that pertain specifically to such Product, including the Trademark(s) set forth in Exhibit 3.8.1 (“Product Trademark”). Orexigen shall be the sole and exclusive owner of all Product Trademarks. Orexigen shall [***] be responsible for filing, prosecuting, and maintaining, including searching and policing, any and all Product Trademarks, and conducting litigation with respect thereto. Except as expressly permitted by Orexigen, Takeda shall make no use of the Product Trademarks or any Trademark that includes any of the Product Trademarks, or is confusingly similar thereto, on or in connection with any product or service anywhere in the world. Without limiting the generality of the foregoing, Takeda shall not use any Trademark that is the same as, or similar to (so as to cause confusion in consumers), the Product Trademarks. The foregoing shall not be construed as restricting Takeda from making factual references to the Product Trademarks in its Regulatory Filings under this Agreement or to satisfy its legal and regulatory obligations. If the Product Trademarks in existence as of the Effective Date are not eligible for trademark protection or for use in connection with the Products in one or more countries in the Territory, then the JCC shall identify alternative trademarks owned, registered or to be registered by Orexigen and to be used for the Products in such countries only, for Takeda final selection from among such trademarks identified by the JCC, and the Parties shall amend this Agreement to identify such marks and include them as Product Trademarks for the applicable countries.
