Common use of Protection of Value of License Clause in Contracts

Protection of Value of License. A. Licensee shall cooperate with S&P in the maintenance of rights and registrations in the Marks and shall take such actions and execute such instruments as S&P may from time to time reasonably request, and shall use the following notice when referring to any Index or any Xxxx (as set forth in the applicable Order Schedule) in any Informational Material: “[Insert S&P Marks] are trademarks of The XxXxxx-Xxxx Companies, Inc. and have been licensed for use by [insert Licensee]. “[Insert third party licensor Marks] are trademarks of the [insert third party licensor] and have been licensed for use by Standard & Poor’s. The Product is not sponsored, endorsed, sold or promoted by Standard & Poor’s or the [insert third party licensor] and neither Standard & Poor’s nor the [insert third party licensor] make any representation regarding the advisability of investing in the Product.” Licensee may use other language as may be approved in advance by S&P in accordance with Section 6, it being understood that such notice need only refer to the specific Marks listed on the applicable Order Schedules and referred to in the Informational Materials. B. Licensee shall honor all reasonable requests by S&P, other than a request to engage as a party in litigation, to perfect and protect, at S&P’s expense, any of S&P’s, The XxXxxx-Xxxx Companies, Inc.’s or any third party licensor’s rights in the Indices and Marks, including but not limited to, rights in copyright and/or trademark. Licensee shall promptly notify S&P of any action by any third party known or suspected by Licensee to constitute an infringement of S&P’s or any third party licensor’s proprietary rights in the Indices and Marks and shall cooperate with S&P in protecting such rights as provided hereunder. C. Licensee shall not encourage or participate in the unauthorized use of any Index or Xxxx, nor knowingly develop or market any Product with the intention that such Product shall be used unlawfully to violate the terms of this Agreement. Licensee shall keep the Marks separate and distinct and not alter, modify, or commingle the Marks or any part or parts thereof with Licensee’s or any third party’s marks without the prior written approval of S&P.

Appears in 2 contracts

Samples: Master Index License Agreement (Allstate Financial Investment Trust), Master Index License Agreement (Allstate Financial Investment Trust)

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Protection of Value of License. A. Licensee shall cooperate with S&P in the maintenance of rights and registrations in the Marks and shall take such actions and execute such instruments as S&P may from time to time reasonably request, and shall use the following notice when referring to any Index or any Xxxx Mxxx in any Informational Materials, which are five (as 5) or fewer pages in length or 250 or fewer words, unless and except (i) such Informational Materials are required by a governmental or regulatory agency or (ii) such Informational Materials also contains a disclaimer by any other third party licensor, in which case Licensee shall use the disclaimers and limitations set forth in the applicable Order Schedule) in any Informational MaterialSection 9B: “The “[Insert Index]” is a product of S&P Marks] Dow Jxxxx Indices LLC or its affiliates (“SPDJI”) and [Third Party Licensor], and has been licensed for use by [Licensee]. Standard & Poor’s® and S&P® are registered trademarks of The XxXxxx-Xxxx Companies, Inc. Standard & Poor’s Financial Services LLC (“S&P”); Dow Jxxxx® is a registered trademark of Dow Jxxxx Trademark Holdings LLC (“Dow Jxxxx”); and these trademarks have been licensed for use by SPDJI and sublicensed for certain purposes by [insert Licensee]. [Insert third party licensor MarksThird Party Licensor’s Trademark(s)] are trademarks of the [insert third party licensorThird Party Licensor] and have been licensed for use by Standard & Poor’sSPDJI and [Licensee]. The Product [Licensee Product] is not sponsored, endorsed, sold or promoted by Standard & Poor’s SPDJI, Dow Jxxxx, S&P, their respective affiliates, or the [insert third party licensorThird Party Licensor] and neither Standard & Poor’s nor the [insert third party licensor] none of such parties make any representation regarding the advisability of investing in such product(s) nor do they have any liability for any errors, omissions, or interruptions of the Product[Index].” Licensee may use other language as may be approved in advance by S&P in accordance with Section 6, it being understood that such notice need only refer to the specific Marks listed on the applicable Order Schedules and referred to in the Informational Materials. B. Licensee shall cooperate with S&P in the maintenance of rights and registrations in the Marks and shall take such actions and execute such instruments as S&P may from time to time reasonably request. Licensee shall honor all reasonable requests by S&P, other than a request to engage as a party in litigation, to perfect and protect, at S&P’s expense, any of S&P’s, The XxXxxx-Xxxx Companies, Inc.’s its affiliates or any third party licensor’s rights in the Indices and Marks, including but not limited to, rights in copyright and/or trademark. Licensee shall promptly notify S&P of any action by any third party known or suspected by Licensee to constitute an infringement of S&P’s or any third party licensor’s proprietary rights in the Indices and Marks and shall cooperate with S&P in protecting such rights as provided hereunder. C. Licensee shall not encourage encourage, enable, or participate in the unauthorized use of any Index or XxxxMxxx, nor knowingly develop or market any Product with the intention that such Product shall be used unlawfully to violate the terms of this Agreement. Licensee shall keep the Marks separate and distinct and not alter, modify, or commingle the Marks or any part or parts thereof with Licensee’s or any third party’s marks without the prior written approval of S&P.

Appears in 1 contract

Samples: License Agreement (Mutual of America Variable Insurance Portfolios, Inc.)

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Protection of Value of License. A. Licensee shall cooperate with S&P in the maintenance of rights and registrations in the Marks and shall take such actions and execute such instruments as S&P may from time to time reasonably request, and shall use the following notice when referring to any Index or any Xxxx Maxx xn any Informational Materials, which are five (as 5) or fewer pages in length or 250 or fewer words, unless and except (i) such Informational Materials are required by a governmental or regulatory agency or (ii) such Informational Materials also contains a disclaimer by any other third party licensor, in which case Licensee shall use the disclaimers and limitations set forth in the applicable Order Schedule) in any Informational MaterialSection 9B: “The “[Insert Index]” is a product of S&P Marks] Dow Joxxx Xndices LLC or its affiliates (“SPDJI”) and [Third Party Licensor], and has been licensed for use by [Licensee]. Standard & Poor’s® and S&P® are registered trademarks of The XxXxxx-Xxxx Companies, Inc. Standard & Poor’s Financial Services LLC (“S&P”); Dow Joxxx® is a registered trademark of Dow Joxxx Xrademark Holdings LLC (“Dow Joxxx”); and these trademarks have been licensed for use by SPDJI and sublicensed for certain purposes by [insert Licensee]. [Insert third party licensor MarksThird Party Licensor’s Trademark(s)] are trademarks of the [insert third party licensorThird Party Licensor] and have been licensed for use by Standard & Poor’sSPDJI and [Licensee]. The Product [Licensee Product] is not sponsored, endorsed, sold or promoted by Standard & Poor’s SPDJI, Dow Joxxx, S&P, their respective affiliates, or the [insert third party licensorThird Party Licensor] and neither Standard & Poor’s nor the [insert third party licensor] none of such parties make any representation regarding the advisability of investing in such product(s) nor do they have any liability for any errors, omissions, or interruptions of the Product[Index].” Licensee may use other language as may be approved in advance by S&P in accordance with Section 6, it being understood that such notice need only refer to the specific Marks listed on the applicable Order Schedules and referred to in the Informational Materials. B. Licensee shall cooperate with S&P in the maintenance of rights and registrations in the Marks and shall take such actions and execute such instruments as S&P may from time to time reasonably request. Licensee shall honor all reasonable requests by S&P, other than a request to engage as a party in litigation, to perfect and protect, at S&P’s expense, any of S&P’s, The XxXxxx-Xxxx Companies, Inc.’s its affiliates or any third party licensor’s rights in the Indices and Marks, including but not limited to, rights in copyright and/or trademark. Licensee shall promptly notify S&P of any action by any third party known or suspected by Licensee to constitute an infringement of S&P’s or any third party licensor’s proprietary rights in the Indices and Marks and shall cooperate with S&P in protecting such rights as provided hereunder. C. Licensee shall not encourage encourage, enable, or participate in the unauthorized use of any Index or XxxxMaxx, nor knowingly develop or market any Product with the intention that such Product shall be used unlawfully to violate the terms of this Agreement. Licensee shall keep the Marks separate and distinct and not alter, modify, or commingle the Marks or any part or parts thereof with Licensee’s or any third party’s marks without the prior written approval of S&P.

Appears in 1 contract

Samples: License Agreement (Mutual of America Investment Corp)

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