Common use of Trademark Licenses Clause in Contracts

Trademark Licenses. (a) The Knicks hereby grant to Licensor for the Term non-exclusive royalty-free licenses by the Knicks and Team of all intellectual property owned or licensed by the Knicks or the Team, including but not limited to images, likenesses, service marks, tradenames and trademarks, for the exclusive purposes of promoting the Arena as the home arena of the Team, operating the Arena and providing the Licensor Services. Licensor’s use of such licenses shall be in accordance with and subject to League Rules and subject to the Knicks prior written approval. Licensor shall not have any right to sublicense, or seek or receive any payments from third parties specifically for the use of, the Knicks’ intellectual property, except in accordance with ARTICLE VII, it being understood that Licensor may exercise the right to promote the Arena as the home arena of the Team in places and in a manner that may also incorporate in an incidental manner promotion of Licensor’s marketing partners and sponsors (including, without limitation, use in connection with the Knicks’ intellectual property any overall Arena marketing partner(s) “lock-up logo” or naming rights, sponsored Licensor web pages and upcoming events promotions, etc.). (b) The Knicks shall be permitted to reference the Arena as their home venue on all material promoting the Team and ticket sales (and the Ticket Agent). In connection therewith, Licensor and its Affiliates hereby grant to the Knicks a non-exclusive royalty-free license to use the trademarks “MADISON SQUARE GARDEN,” “MSG,” “THE WORLD’S MOST FAMOUS ARENA” and related logos solely for such promotional purposes. The Knicks’ use of such licenses shall be subject to the Licensor’s prior written approval, not to be unreasonably withheld, conditioned or delayed. The Knicks shall not have any right to sublicense, or seek or receive any payments from third parties specifically for the use of, Licensor’s intellectual property.

Trademark Licenses. (a) The Knicks Rangers hereby grant to Licensor for the Term a non-exclusive royalty-free licenses by the Knicks and Team of license to use all Team-related intellectual property owned or licensed by the Knicks or the TeamRangers, including but not limited to images, likenesses, service marks, tradenames and trademarkstrademarks (the “Rangers IP”), for the exclusive purposes of (i) promoting the Arena as the home arena of the Team, (ii) operating the Arena Arena, and (iii) providing the Licensor Services. In all instances Licensor’s use of such licenses Rangers IP shall be in accordance with and subject to League Rules and subject to Rules. Licensor is solely responsible for clearing any third-party rights that may be used in connection with the Knicks prior written approvalRangers IP. Licensor shall not have any right to sublicense, or seek or receive any payments from third parties specifically for the use of, the Knicks’ intellectual propertyRangers IP, except in accordance with ARTICLE VII, it being understood that Licensor may exercise the license granted hereunder shall include the right for Licensor to promote the Arena as the home arena of the Team in places and in a manner that may also incorporate in an incidental manner promotion of Licensor’s marketing partners and sponsors (including, without limitation, use in connection with the Knicks’ intellectual property Rangers IP any overall Arena marketing partner(s) “lock-up logo” or naming rights, sponsored Licensor web pages and upcoming events promotions, etc.)) so long as no association is created between the Rangers and any third party, except in accordance with League Rules. (b) The Knicks Rangers shall be required and permitted to reference the Arena as their home venue on all material promoting the Team and ticket sales (and the Ticket Agent)sales. In connection therewith, Licensor and its Affiliates hereby grant to the Knicks Rangers a non-exclusive royalty-free license to use the trademarks “MADISON SQUARE GARDEN,” “MSG,” “THE WORLD’S MOST FAMOUS ARENA” and related logos solely for such promotional purposes. . (c) The Knicks’ Parties shall mutually agree on an appropriate approval process regarding the use of such licenses shall be subject to the Licensor’s prior written approval, not to be unreasonably withheld, conditioned or delayed. The Knicks shall not have any right to sublicense, or seek or receive any payments from third parties specifically for the use of, Licensorother Party’s intellectual propertyproperty in order to maintain quality control standards.

Trademark Licenses. ​ (a) The Knicks Subject to compliance with Applicable Law and subject to, and in accordance with, the terms and conditions of this Agreement, CytoSorbents hereby grant grants to Licensor FMC a limited, terminable, non-exclusive, royalty-free, non-transferable, non- sublicensable license to use the CytoSorbents Marks in the performance of its obligations under this Agreement. CytoSorbents shall provide FMC with copies of the CytoSorbents Marks in an appropriate form for the Term non-exclusive royalty-free licenses uses mutually agreed to by the Knicks and Team of all intellectual property owned or licensed by the Knicks or the Team, including but not limited to images, likenesses, service marks, tradenames and trademarks, for the exclusive purposes of promoting the Arena as the home arena of the Team, operating the Arena and providing the Licensor Services. Licensor’s use of such licenses shall be in accordance with and subject to League Rules and subject to the Knicks prior written approval. Licensor shall not have any right to sublicense, or seek or receive any payments from third parties specifically for the use of, the Knicks’ intellectual property, except in accordance with ARTICLE VII, it being understood that Licensor may exercise the right to promote the Arena as the home arena of the Team in places and in a manner that may also incorporate in an incidental manner promotion of Licensor’s marketing partners and sponsors (including, without limitation, use Parties under this Agreement in connection with the Knicksmarketing and promotion of the CytoSorb Products for use with the FMC Platform. CytoSorbents shall have the right to approve the appearance, placement and manner of use of the CytoSorbents Marks in advance of their use. FMC agrees to use the CytoSorbents Marks solely in the form provided or approved in writing by CytoSorbents and to comply with any standards or guidelines regarding the usage or presentation of the CytoSorbents Marks which CytoSorbents may communicate from time to time, with any revisions to be effective upon written notice to FMC. FMC acknowledges that CytoSorbents or its Affiliate is the sole and exclusive owner of all right, title and interest in and the CytoSorbents Marks. CytoSorbents or its Affiliate shall retain all right, title, and interest in and to the CytoSorbents Marks, and any and all goodwill derived from the use of the CytoSorbents Marks shall inure solely to the benefit of CytoSorbents or its Affiliate. To the extent FMC acquires any trademark or trade dress rights on the basis of using the CytoSorbents Marks in commerce with the consequence that the marks have attained market recognition, FMC is obliged to transfer such trademark rights acquired by use to CytoSorbents or its Affiliate upon expiration or termination of this Agreement. FMC agrees that neither it nor its agents shall, during or after the Term, anywhere in the world, take any action that in CytoSorbents’ intellectual property sole and absolute discretion impairs or contests or tends to impair or contest the validity of CytoSorbents’ or its Affiliates’ right, title and interest in and to the CytoSorbents Marks, including using, or filing an application to register, any overall Arena marketing partner(s) “lock-up logo” word, mark, domain name, user name, hashtag, symbol or naming rightsdevice, sponsored Licensor web pages and upcoming events promotionsor any combination thereof, etc.)that is confusingly similar to or dilutes the distinctiveness of any of the CytoSorbents Marks. (b) The Knicks Except as expressly permitted pursuant to subsection (a) above, Section 4 or Section 9.5, FMC shall refrain from any use of CytoSorbents name, trade names, trademarks, service marks, designs or logos, including the CytoSorbents Marks, in any publication, press release, marketing or promotional materials, domain name, username, hashtag, web site or otherwise without the prior written approval of CytoSorbents, which may be granted or withheld at CytoSorbents’ sole discretion. FMC shall refrain from any use of the CytoSorbents Marks in a manner that threatens to damage the goodwill associated with the CytoSorbents Marks or which threatens to tarnish the reputation or otherwise unfavorably reflect upon CytoSorbents. FMC shall advise CytoSorbents of any instances of possible infringement or other violation of CytoSorbents’ rights in the CytoSorbents Marks that come to its attention during the Tenn. FMC agrees to fully Certain confidential information contained in this document has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. ​ cooperate with CytoSorbents regarding any action CytoSorbents may take with respect to such infringement or violation. CytoSorbents shall have the exclusive right, exercisable in its sole and unlimited discretion, to institute in its own name and to control or settle actions against Third Parties relating to CytoSorbents’ rights, [***]. CytoSorbents shall be permitted entitled to reference receive and retain [***] or [***]. (c) Except for the Arena as their home venue on all material promoting the Team and ticket sales (and the Ticket Agent). In connection therewith, Licensor and its Affiliates hereby grant to the Knicks a non-exclusive royalty-free license limited right to use the trademarks “MADISON SQUARE GARDEN,” “MSG,” “THE WORLD’S MOST FAMOUS ARENA” CytoSorbents Marks granted to FMC as set forth herein, no right, license or other interest with respect to any CytoSorbents Marks is granted under this Agreement. ​ (d) The Parties agree to cooperate in recording the trademark licenses with the local trademark authority and related logos solely for such promotional purposes. The Knicks’ use of such licenses shall be subject in providing notice to the Licensor’s prior local trademark authority about the expiration or termination of this Agreement, to the extent such recordation is required under local laws. FMC shall take any action to record these trademark licenses without the written approval, not to be unreasonably withheld, conditioned or delayedconsent of CytoSorbents. The Knicks shall not have any right to sublicense, or seek or receive any payments from third parties specifically for the use of, Licensor’s intellectual property.​

Trademark Licenses. (a) The Knicks Licensor hereby grant grants to Licensor for the Term non-exclusive royalty-free licenses by the Knicks Licensee (including its present and Team of all intellectual property owned or licensed by the Knicks or the Teamfuture affiliates), including but not limited to imagesand Licensee accepts, likenessesan exclusive, service marks, tradenames sublicensable and trademarks, for the exclusive purposes of promoting the Arena as the home arena of the Team, operating the Arena and providing the Licensor Services. Licensor’s use of such licenses shall be in accordance with and subject to League Rules and transferable (subject to the Knicks prior written approval. Licensor shall not have any right provisions hereof) license to sublicense, or seek or receive any payments from third parties specifically for use the use of, the Knicks’ intellectual property, except in accordance with ARTICLE VII, it being understood that Licensor may exercise the right to promote the Arena as the home arena of the Team in places and in a manner that may also incorporate in an incidental manner promotion of Licensor’s marketing partners and sponsors (including, without limitation, use Licensed Trademarks in connection with the Knicks’ intellectual property Volu-Sol Product, Product Marketing Materials relating to such Product or on related Translated Materials in the Territory, subject to the terms and conditions of this Agreement. Licensee may, at its option, place Licensed Trademarks or New Trademarks, or a combination of the foregoing, on the Volu-Sol Product. Notwithstanding the foregoing, Licensor may use any overall Arena marketing partner(s) “lockcorporate trademark in the Territory for general corporate purposes, provided Licensor first obtains Licensee’s written consent, not to be unreasonably withheld and that such Volu-up logo” Sol Trademark is not used in connection with the Volu-Sol Product or naming rightsany product competitive similar to the Volu-Sol Product. Licensee acknowledges that Licensed Trademarks used in connection with Volu-Sol Products may be visible in the Territory through the Internet, sponsored and such display shall not be deemed a breach of this Agreement if Licensor web pages and upcoming events promotions, etc.)has not deliberately targeted customers in the Territory for the sale of such products. (b) Licensee shall comply with Licensor’s policies and guidelines for use of the Licensed Trademarks, as such policies and guidelines may be issued and revised from time to time, and Licensee shall comply with proper legal standards. The Knicks initial or most prominent use of a Licensed Trademark in all materials shall be permitted to reference followed by the Arena as their home venue on all material promoting the Team and ticket sales appropriate trademark symbol (and the Ticket Agent® or TM). In connection therewithLicensee acknowledges that the good will and value of the Licensed Trademarks and Licensor’s name may be adversely affected unless the Volu-Sol Product, Product Marketing Materials and Translated Materials that use any Licensed Trademark meet the quality standards of Licensor. Upon written request from either of the Licensor, Licensee shall submit to Licensor for review, within a commercially reasonable time, samples of requested Volu-Sol Products, Product Marketing Materials or Translated Materials that make use of the Licensed Trademarks. If so requested in writing, Licensee shall make any reasonable changes to such materials, provided that Licensee shall have no obligation to cease use of or destroy materials where the use of the Licensed Trademarks does not vary materially from any trademark use guidelines that are developed by Licensee and Licensor and its Affiliates hereby grant to where the Knicks a non-exclusive royalty-free license to use quality of the trademarks “MADISON SQUARE GARDEN,” “MSG,” “THE WORLD’S MOST FAMOUS ARENA” and related logos solely for such promotional purposes. The Knicks’ use materials is reasonably consistent with the quality of such licenses shall be subject to the materials produced by or for Licensor’s prior written approval, not to be unreasonably withheld, conditioned or delayed. The Knicks shall not have any right to sublicense, or seek or receive any payments from third parties specifically for the use of, Licensor’s intellectual property.

Trademark Licenses. (a) The Knicks Purchasing Party hereby grant grants to Licensor the Manufacturing Party a non-exclusive, worldwide license to use the Purchasing Party's Trademarks for the Term non-exclusive royalty-free licenses by sole purpose of incorporating such Trademarks onto the Knicks and Team of all intellectual property owned or licensed by the Knicks or the Team, including but not limited to images, likenesses, service marks, tradenames and trademarks, for the exclusive purposes of promoting the Arena as the home arena of the Team, operating the Arena and providing the Licensor Services. Licensor’s use of such licenses shall be in accordance with and subject to League Rules and subject to the Knicks prior written approval. Licensor shall not have any right to sublicense, or seek or receive any payments from third parties specifically for the use of, the Knicks’ intellectual property, except in accordance with ARTICLE VII, it being understood that Licensor may exercise the right to promote the Arena as the home arena of the Team in places Purchasing Party's Vehicles (and in a manner that may also incorporate in an incidental manner promotion the case of Licensor’s marketing partners and sponsors (includingPolaris, without limitationincorporating such Trademarks onto the Polaris Vehicles, use in connection with the Knicks’ intellectual property any overall Arena marketing partner(s) “lock-up logo” or naming rights, sponsored Licensor web pages and upcoming events promotions, etc.if Polaris so desires). (b) The Knicks shall be permitted ASV hereby grants to reference the Arena as their home venue on all material promoting the Team and ticket sales (and the Ticket Agent). In connection therewith, Licensor and its Affiliates hereby grant to the Knicks Polaris a non-exclusive royalty-free exclusive, worldwide license to use the trademarks “MADISON SQUARE GARDEN,” “MSG,” “THE WORLD’S MOST FAMOUS ARENA” ASV Trademarks for the purpose of incorporating such ASV Trademarks onto the Polaris Vehicle and related logos solely for marketing such promotional purposesVehicle. Polaris shall not be obligated to so use the ASV Trademarks with respect to the Polaris Vehicle, but if it does, such use will be in a manner reasonably acceptable to ASV and in accordance with this Section 5.11. __________________ *** Denotes confidential information that has been omitted from the exhibit and filed separately, accompanied by a confidential treatment request, with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934. (c) The licensee Party agrees that (i) the licensor Party's Trademarks shall be used in accordance with the standards specified from time to time by such licensor Party, (ii) the Vehicles bearing such licensor Party's Trademarks will be of high standard and of such quality as to be adequate and suited to the protection and enhancement of the licensor Party's Trademarks and the goodwill pertaining thereto, and (iii) the use of the licensor Party's Trademarks by it shall not reflect adversely upon the reputation of the licensor Party or its Trademarks. The Knicks’ licensing Party shall have the right, upon request to the licensee Party, to review and comment on the licensee Party's use of the licensor Party's Trademarks, and such licenses use shall be subject in reasonable conformance with the foregoing requirements. (d) Polaris agrees that all uses of the ASV Trademarks by Polaris and the goodwill associated with such uses shall inure solely to the Licensor’s prior written approvalbenefit of ASV, not and upon any termination of this Agreement, all right and interest of Polaris in and to be unreasonably withheldthe ASV Trademarks shall revert to ASV. ASV agrees that all uses of the Polaris Trademarks by ASV and the goodwill associated with such uses shall inure solely to the benefit of Polaris, conditioned or delayed. The Knicks and upon any termination of this Agreement, all right and interest of ASV in and to the Polaris Trademarks shall not have any right revert to sublicense, or seek or receive any payments from third parties specifically for the use of, Licensor’s intellectual propertyPolaris.