Common use of Retention of Trademark Ownership Clause in Contracts

Retention of Trademark Ownership. (a) TPC acknowledges and agrees that Citigroup, and/or such other member of the Citigroup Affiliated Group referred to in the first sentence of Section 3.1(a) hereof, as the case may be, is the owner of all of the right, title, and interest in and to the Citi Marks and all goodwill associated therewith throughout the world and acknowledges the validity of the Citi Marks and of all trademark and service mark registrations and applications of each member of the Citigroup Axxxxiated Group pertaining thereto. TPC agrees that it shall, and shall cause each Designated TPC Sublicensee to, uphold the goodwill inherent in the Citi Marks and to assist Citigroup at Citigroup's expense to protect the rights of Citigroup and the other members of the Citigroup Affiliated Group therein. All use of the Citi Marks by TPC and all Designated TPC Sublicensees (including all past, present and future use), and the goodwill generated thereby, shall inure to the benefit of Citigroup and shall not vest in TPC or in any Designated TPC Sublicensee. TPC shall not, directly or indirectly, contest or challenge the validity or enforceability of the Citi Marks and/or Citigroup's ownership thereof. To the extent that TPC or any Designated TPC Sublicensee is deemed to have any ownership rights in the Citi Marks, at Citigroup's written request, TPC shall, and shall cause each such Designated TPC Sublicensee to, assign such rights to Citigroup or to a member of the Citigroup Affiliated Group designated by Citigroup.

Retention of Trademark Ownership. (a) TPC Primerica acknowledges and agrees that Citigroup, and/or such other member of the Citigroup Affiliated Group referred to in the first sentence of Section 3.1(a) hereof, as the case may be, is the owner of all of the right, title, title and interest in and to the Citi Marks and all goodwill associated therewith throughout the world and acknowledges the validity of the Citi Marks and of all trademark and service mark xxxx registrations and applications of each member of the Citigroup Axxxxiated Affiliated Group pertaining thereto. TPC Primerica agrees that it shall, and shall use commercially reasonable efforts to cause each Designated TPC Primerica Sublicensee to, uphold the goodwill inherent in the Citi Marks and to assist Citigroup at Citigroup's ’s expense to protect the rights of Citigroup and the other members of the Citigroup Affiliated Group therein. All use of the Citi Marks by TPC Primerica and all Designated TPC Primerica Sublicensees (including all past, present and future use), and the goodwill generated thereby, shall inure to the benefit of Citigroup and shall not vest in TPC Primerica or in any Designated TPC Primerica Sublicensee. TPC Primerica shall not, directly or indirectly, contest or challenge the validity or enforceability of the Citi Marks and/or Citigroup's ’s ownership thereof. To the extent that TPC Primerica or any Designated TPC Primerica Sublicensee is deemed to have any ownership rights in the Citi Marks, at Citigroup's ’s written request, TPC Primerica shall, and shall cause each such Designated TPC Primerica Sublicensee to, assign such rights to Citigroup or to a member of the Citigroup Affiliated Group designated by Citigroup.