Common use of Proprietary Rights of US Lacrosse Clause in Contracts

Proprietary Rights of US Lacrosse. The Chapter acknowledges that all of the photographs, images, likenesses and video that may appear at any time during the term of this Agreement in Lacrosse Magazine, on the US Lacrosse website or upon or in any other form of media that may be produced, distributed or otherwise made available by US Lacrosse to its Chapters, its members or the public generally (collectively, the “Proprietary Images”) are owned either by third parties who grant to US Lacrosse the limited right to use the Proprietary Images or are owned by US Lacrosse, which also owns all right, title and interest in and to all US Lacrosse trademarks, trade names, logos and all other means of identifying US Lacrosse through any means whatsoever (collectively, the “Proprietary Rights”). The Chapter acknowledges and agrees that the Proprietary Rights are personal to US Lacrosse and neither the Chapter nor its members shall have any right to use for any purpose whatsoever the Proprietary Images or any other Proprietary Rights in or to the Proprietary Images without the express written consent of the holder of the Proprietary Rights, which may be the third party that owns the Proprietary Images. The Chapter therefore agrees that any use by the Chapter of any Proprietary Images shall be subject to the prior written consent of US Lacrosse, and any such use by the Chapter shall be upon terms and conditions as US Lacrosse may establish, in its sole and absolute discretion, pursuant to a fully revocable, nonexclusive license by US Lacrosse to the Chapter. The Chapter agrees that it shall not make any use whatsoever of any Proprietary Images or Proprietary Rights of US Lacrosse, or delegate such rights to any third party vendor, without first obtaining from US Lacrosse its written approval and the grant by US Lacrosse to the Chapter of a fully revocable, nonexclusive license to use any such Proprietary Image and/or Proprietary Rights. The Chapter agrees that the use by the Chapter of any such Proprietary Images and/or Proprietary Rights pursuant to a license granted by US Lacrosse to the Chapter as provided herein shall not create or result in the acquisition by the Chapter of any rights in or to any such Proprietary Image and/or Proprietary Rights except the limited license rights granted by US Lacrosse to the Chapter. Any determination by US Lacrosse to grant a license as provided herein shall be made by US Lacrosse in its sole and absolute discretion. The Chapter further acknowledges that US Lacrosse shall not have any obligation whatsoever to attempt to obtain the consent of any third party owner of the Proprietary Images and/or any thirty party holder of any Proprietary Rights in the event that the Chapter requests the grant by US Lacrosse of a fully revocable, nonexclusive license to use any Proprietary Images that are owned or controlled by any such third party owner or holder of the Proprietary Rights. Any use by the Chapter of any Proprietary Image and/or Proprietary Rights that is not strictly in accordance with the requirements of this Paragraph 5D shall constitute an Event of Default pursuant to Paragraph 11A below, and upon the occurrence of any such Event of Default US Lacrosse shall be entitled to exercise any of the remedies that may be available to it hereunder, at law or in equity.

Proprietary Rights of US Lacrosse. The Chapter acknowledges that all of the photographs, images, likenesses and video that may appear at any time during the term of this Agreement in Lacrosse Magazine, on the US Lacrosse website or upon or in any other form of media that may be produced, distributed or otherwise made available by US Lacrosse to its Chapters, its members or the public generally (collectively, the “Proprietary Images”) are owned either by third parties who grant to US Lacrosse the limited right to use the Proprietary Images or are owned by US Lacrosse, which also owns all right, title and interest in and to all US Lacrosse trademarks, trade names, logos and all other means of identifying US Lacrosse through any means whatsoever (collectively, the “Proprietary Rights”). The Chapter acknowledges and agrees that the Proprietary Rights are personal to US Lacrosse and neither the Chapter nor its members shall have any right to use for any purpose whatsoever the Proprietary Images or any other Proprietary Rights in or to the Proprietary Images without the express written consent of the holder of the Proprietary Rights, which may be the third party that owns the Proprietary Images. The Chapter therefore agrees that any use by the Chapter of any Proprietary Images shall be subject to the prior written consent of US Lacrosse, and any such use by the Chapter shall be upon terms and conditions as US Lacrosse may establish, in its sole and absolute discretion, pursuant to a fully revocable, nonexclusive license by US Lacrosse to the Chapter. The Chapter agrees that it shall not make any use whatsoever of any Proprietary Images or Proprietary Rights of US LacrosseImages, or delegate such rights to any third party vendor, without first obtaining from US Lacrosse its written approval and the grant by US Lacrosse to the Chapter of a fully revocable, nonexclusive license to use any such Proprietary Image and/or Proprietary RightsImage. The Chapter agrees that the use by the Chapter of any such Proprietary Images and/or Proprietary Rights pursuant to a license granted by US Lacrosse to the Chapter as provided herein shall not create or result in the acquisition by the Chapter of any rights in or to any such Proprietary Image and/or Proprietary Rights except the limited license rights granted by US Lacrosse to the Chapter. Any determination by US Lacrosse to grant a license as provided herein shall be made by US Lacrosse in its sole and absolute discretion. The Chapter further acknowledges that US Lacrosse shall not have any obligation whatsoever to attempt to obtain the consent of any third party owner of the Proprietary Images and/or any thirty party holder of any Proprietary Rights in the event that the Chapter requests the grant by US Lacrosse of a fully revocable, nonexclusive license to use any Proprietary Images that are owned or controlled by any such third party owner or holder of the Proprietary Rights. Any use by the Chapter of any Proprietary Image and/or Proprietary Rights that is not strictly in accordance with the requirements of this Paragraph 5D shall constitute an Event of Default pursuant to Paragraph 11A below, and upon the occurrence of any such Event of Default US Lacrosse shall be entitled to exercise any of the remedies that may be available to it hereunder, at law or in equity.