Common use of Service Marks and Service Names Clause in Contracts

Service Marks and Service Names. 1.01 Subject to the terms and conditions specified herein, and to the extent of ARCO's rights therein, ARCO hereby grants to Operator, beginning on the Commencement Date as defined in Section 5.01 and continuing during the term of this Agreement, the non-exclusive right and license to use the trade secrets and know-how regarding operation of am/pm mini markets, the service xxxx and service name "am/pm", or any variation thereof as may be approved in writing by ARCO, and any other service marks and service names used in connection with am/pm mini markets, solely in conjunction with Operator's operation of the Store provided for herein. Operator has no exclusive territory. ARCO reserves the right, in its sole discretion, to establish additional am/pm mini market stores and other ARCO franchises and franchises operated by ARCO's wholly owned subsidiary, in any location and proximity to Operator's business. 1.02 ARCO represents that it has applied for federal registration for various service marks for "am/pm" for retail grocery store and convenience store services. ARCO has been granted federal registration for certain "am/pm" service marks for retail grocery store and convenience store services. ARCO expressly reserves the right to change, alter or modify the am/pm service xxxx or service name or substitute any other service xxxx or service name at any time by giving Operator not less than thirty (30) days' prior notice thereof. In the event of any change, alteration or modification of the service xxxx or service name, Operator agrees that only the service xxxx or service name, as changed, altered or modified, shall be used by Operator to identify the Store. If the service xxxx and service name "am/pm" is changed by ARCO, it is agreed that the new service xxxx and service name adopted by ARCO shall be substituted for "am/pm" wherever "am/pm" appears in this Agreement. ARCO also expressly reserves the right to change, alter or modify colors and designs and other service marks and service names used in connection with am/pm mini markets from time to time and place to place as ARCO deems appropriate or as required by law. 1.03 Operator agrees that it shall notify ARCO promptly of any unauthorized use of the am/pm service xxxx and service name by any person, firm, corporation or other entity (collectively referred to as "person"). At its expense, ARCO shall challenge all unauthorized uses or infringements of the am/pm service xxxx and service name, and ARCO shall have the sole right to decide whether to prosecute any person who unlawfully uses or attempts to use ARCO's am/pm service xxxx or service name for retail grocery store, convenience store, or fast food services. Operator agrees to provide such evidence and expert assistance as Operator may have within its control in connection with any such challenge or prosecution. 1.04 Operator recognizes and acknowledges that, as between ARCO and Operator, ARCO is the sole and exclusive owner of the am/pm service xxxx, trademark and service name and other service marks, trademarks and service names used in connection with am/pm mini markets and appearing on am/pm stores. Operator hereby agrees: not to claim any right, title or interest in or to said service marks, trademarks or service names; not to directly or indirectly deny, assail, or assist in denying or assailing the sole and exclusive ownership of ARCO in said service marks, trademarks and service names; not to adopt or use as Operator's own property any service marks, trademarks or service names of ARCO nor employ any service marks, trademarks or service names confusingly similar to those of ARCO; not to register or attempt to register ARCO's service names or service marks, trademarks in Operator's name or that of any other person and not to use such service marks, trademarks or service names, or any parts thereat as am part of any corporate or partnership name or any other business name. It is understood that this covenant shall survive the termination of this Agreement and shall be binding upon the heirs; successors and assigns of Operator. 1.05 Operator agrees, upon termination or nonrenewal of this Agreement or upon termination or nonrenewal of any subsequent Store Agreement, to assign ARCO, without additional consideration; any service name or service xxxx, trademark rights that may have vested in Operator notwithstanding the provisions of Section 1.04 as a result of any activities of Operator pursuant to this Agreement. Operator agrees to use said service marks, trademarks and service names in connection with, and exclusively for, the promotion and operation of an am/pm store as provided hereunder, and in accordance with the standards, terms and conditions set forth in the Agreement and in accordance with instructions, rules and procedures prescribed in writing by ARCO. Operator shall not use the am/pm service xxxx or service name, or other service marks, trademarks or service names of ARCO, except as authorized by ARCO and in no event in any manner which may or could adversely impact or jeopardize the am/pm image. 1.06 Operator agrees to display the am/pm service xxxx, trademark and service names as prescribed by ARCO and to conduct the business of the Store in such a manner as to not reflect unfavorably on ARCO's good will, service marks and service names. 1.07 Operator agrees, immediately upon the termination of this Agreement or termination of any subsequent Store Agreement to cease and forever abstain from using the am/pm service xxxx and service name and other service marks and service names used in connection with am/pm mini markets.