Common use of Registration and Enforcement Clause in Contracts

Registration and Enforcement. As between the Parties and to the extent permitted by applicable Law, Company has the sole and exclusive right to register and apply for registration of all Intellectual Property Rights in Company IP and DWA will not (and will ensure that their Affiliates do not) register or attempt to register any Company IP (or any Trademarks confusingly similar to any Trademarks included in the Company IP) in any jurisdiction, whether in the Territory or elsewhere, or intentionally cause or assist or aid any third Person in any of the foregoing. Any decision to apply for or maintain any registrations of any Company IP in any jurisdiction will be at Company’s sole discretion. If DWA obtains a license with respect to any Company IP, then DWA will promptly notify Company in writing if and when DWA becomes actually aware of any infringements or misappropriations or unauthorized imitations or counterfeit versions by other Persons of such Company IP, and will use commercially reasonable efforts to cooperate with Company at Company’s expense in connection with any claim or action by Company or its applicable Affiliate for infringement thereof and related remedies. The foregoing will not be construed to require DWA to search for or discover any infringements or misappropriations or unauthorized imitations or counterfeit versions by other Persons of any Company IP. For avoidance of doubt, nothing in this Section 4.2 will limit or restrict DWA or its Affiliates from registering or attempting to register any Trademarks that include or are derived from the DREAMWORKS Trademark or any other DWA Trademark (including any Chinese or other language variations of any such Trademark, except that DWA is not permitted to register the JV Xxxx as set forth in the Trademark Assignment and Coexistence Agreement). As between the Parties, Company will have the sole and exclusive right, though it is under no obligation, to bring any claim or action for any past, present and future infringements of the Company IP, and DWA will not (and will ensure that its Affiliates will not) initiate or intentionally cause the initiation of any claim or action for infringement of any Company IP without the prior written authorization of Company.

Registration and Enforcement. As between the Parties and to the extent permitted by under applicable Law, Company DWA has the sole and exclusive right to register and apply for registration of all Intellectual Property Rights in Company the DWA IP and DWA Company will not (and will require that the Subsidiary Sublicensees do not, and will use commercially reasonable efforts to ensure that their Affiliates its Third Person Sublicensees and Company Contractors do not) register or attempt to register any Company DWA IP (or any Trademarks confusingly similar to any Trademarks included DWA IP, except as expressly permitted with respect to the “JV Xxxx” as defined in and subject to the Company IPTrademark Coexistence and Assignment Agreement) in any jurisdiction, whether in the Territory or elsewhere, or intentionally cause or assist or aid any third Person in any of the foregoing. Any decision to apply for or maintain any registrations of any Company DWA IP in any jurisdiction will be at CompanyDWA’s sole discretion. If DWA obtains a license with respect to any Company IP, then DWA will promptly notify Company DWA in writing if and when DWA Company becomes actually aware of any infringements or misappropriations or unauthorized imitations or counterfeit versions by other Persons of such Company any DWA IP, and will use commercially reasonable efforts to cooperate with Company DWA at CompanyDWA’s expense in connection with any claim or action by Company DWA or its applicable Affiliate for infringement thereof and related remedies. In addition, Company will, and will require the Company Subsidiaries and any Sublicensee to, cooperate with DWA at Company’s expense with respect to any claim or action by DWA or its applicable Affiliate for infringement of the English language Trademark ORIENTAL DREAMWORKS and the “Panda in the Moon” logo Trademark, including by joining as a party in any such claim or action, to the extent necessary for DWA or its applicable Affiliate to pursue such claim or action. The foregoing will not be construed to require DWA Company or any of its Affiliates to search for or discover any infringements or misappropriations or unauthorized imitations or counterfeit versions by other Persons of any Company DWA IP. For avoidance of doubt, nothing in this Section 4.2 will limit or restrict DWA or its Affiliates from registering or attempting to register any Trademarks that include or are derived from the DREAMWORKS Trademark or any other DWA Trademark (including any Chinese or other language variations of any such Trademark, except that DWA is not permitted to register the JV Xxxx as set forth in the Trademark Assignment and Coexistence Agreement). As between the Parties, Company DWA will have the sole and exclusive right, though it is under no obligation, to bring any claim or action for any past, present and future infringements of the Company DWA IP, and DWA Company will not (and will ensure that its Affiliates will not) initiate or intentionally cause the initiation of any claim or action for infringement of any Company DWA IP without the prior written authorization of CompanyDWA in its sole discretion.

Registration and Enforcement. As between (a) Maintenance of trademark registrations and prosecution of trademark applications included with the Parties Licensed Marks existing and pending at the time of the Effective Date shall be Licensor’s sole responsibility including but not limited to the extent permitted by applicable Law, Company has the sole payment of associated fees and exclusive right to register and expenses. Licensee shall not directly or indirectly apply for registration of all Intellectual Property Rights in Company IP and DWA will not (and will ensure that their Affiliates do not) register or attempt to register any Company IP (for itself or any Trademarks confusingly similar to any Trademarks included in the Company IP) in any jurisdiction, whether in the Territory or elsewhere, or intentionally cause or assist or aid any third Person in others any of the foregoingLicensed Marks. Should Licensee determine that new applications for registration of Discrete SPX Marks become necessary from time to time, Licensee shall notify Licensor in writing of the need for said new application. Upon notification by Licensee, Licensor shall apply for registration at Licensee’s expense. Any decision such new Discrete SPX Marks and the applications and registrations thereof shall immediately become subject to apply for or maintain any registrations this Agreement. (b) Licensee shall promptly notify Licensor in the event that Licensee obtains knowledge of any Company IP potential infringement of a Licensed Xxxx. Licensor shall have the right of first opportunity (but not the obligation) to enforce its rights in the Licensed Xxxx in whatever enforcement manner it chooses. Upon request by Licensor, Licensee shall cooperate with Licensor in any jurisdiction will be at Company’s sole discretionenforcement action undertaken by Licensor provided that Licensor shall reimburse Licensee for any out-of-pocket expenses incurred in providing such assistance. If DWA obtains Should Licensor chose not to enforce its rights after receiving notification of a license with respect to any Company IPpotential infringement, then DWA will Licensor shall promptly notify Company in writing if Licensee of its intention not to enforce its rights and when DWA becomes actually aware of any infringements or misappropriations or unauthorized imitations or counterfeit versions by other Persons of such Company IP, and will use commercially reasonable efforts to cooperate with Company at Company’s expense in connection with any claim or action by Company or its applicable Affiliate for infringement thereof and related remedies. The foregoing will not be construed to require DWA to search for or discover any infringements or misappropriations or unauthorized imitations or counterfeit versions by other Persons of any Company IP. For avoidance of doubt, nothing in this Section 4.2 will limit or restrict DWA or its Affiliates from registering or attempting to register any Trademarks that include or are derived from the DREAMWORKS Trademark or any other DWA Trademark (including any Chinese or other language variations of any such Trademark, except that DWA is not permitted to register the JV Xxxx as set forth in the Trademark Assignment and Coexistence Agreement). As between the Parties, Company Licensee thereafter will have the sole right to take action against the infringement and exclusive right, though it is under no obligation, to bring retain any claim or damages recovered therefrom. The party bringing the action shall be responsible for any past, present and future infringements all of the Company IPcosts of the action unless otherwise agreed to in writing by the parties. (c) To the extent either party is required to record or file this license with a governmental agency, the parties agree to assist each other in preparing and DWA will not (executing a short version of the license for recordation and will ensure that its Affiliates will not) initiate or intentionally cause the initiation of any claim or action for infringement of any Company IP without the prior written authorization of Companyfiling purposes.