TRADEMARKS AND TRADE SECRETS Sample Clauses

TRADEMARKS AND TRADE SECRETS. 12.1 You recognize and acknowledge FUA’s exclusive ownership of and rights in FUA’s current and future Marks and in all related practices, procedures, receipts, methods and devices associated with the Famous Uncle Al’s Hot Dogs & Grille System. All goodwill now or in the future associated with or relating to the Marks will accrue directly and exclusively to the benefit and is the property of FUA. Nothing contained in this Agreement will be construed to entitle You to any right, title or interest in or the Marks or the goodwill now or in the future associated with them, other than the rights and license expressly granted in this Agreement. 12.2 You represent, warrant and agree that You will not: A. Directly or indirectly contest or aid in contesting, either during the term of this Agreement or following its termination, the validity or ownership of the Marks; or B. Take any action in derogation of FUA claimed rights whether now existing or later obtained. 12.3 You agree to use only FUA existing or future Marks, and related practices, systems, procedures and methods in connection with the promotion and operation of the Unit, and only in accordance with the procedures established by FUA. 12.4 You will cause FUA Marks to be reproduced exactly and accurately. 12.5 With the exception of the registration of a "d/b/a" or a fictitious name certificate in connection with the operation of the Unit, You will not register or attempt to register the Marks in Your own name or, if You are a business entity franchisee, use the Marks in any way in the name of the business entity. 12.6 You will immediately inform FUA of any suspected, known or threatened infringement, piracy or challenge to the Marks, Trade Secrets, methods and procedures used in the System. You will assist and cooperate with FUA in taking action, at FUA expense, as FUA deems appropriate to protect the System. FUA will indemnify, hold You harmless and will reimburse You for Your liability and reasonable costs in connection with defending the Marks. 12.7 Immediately upon the expiration or sooner termination of this Agreement, You will: A. Cease and forever abstain from using any of the Marks; B. Take all actions necessary to cancel any d/b/a or fictitious name registration containing any of the Marks; and C. Furnish FUA with evidence satisfactory to FUA of compliance with the foregoing obligations within 30 days after any expiration or sooner termination. 12.8 You acknowledge that You took no part in creating...
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TRADEMARKS AND TRADE SECRETS. Seller agrees to properly mark xxxh Product with Buyer's trademark, copyright or other proprietary rights notice, as directed by Buyer, to indicate Buyer's intellectual property rights in such Products.
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TRADEMARKS AND TRADE SECRETS. 7.1 FRANCHISEE is not granted and shall not acquire any right, title or interest of any kind or nature whatsoever in or to the Trademarks or the associated goodwill of KFC. FRANCHISEE acknowledges KFC's exclusive ownership and rights and the validity of KFC's current and future Trademarks and all other industrial and intellectual property rights whether or not protected by registration. FRANCHISEE shall use the Trademarks, as set forth in Exhibit C hereto, which may be amended by KFC from time to time, only and strictly in connection with the Business and agrees that all of FRANCHISEE's use under this Agreement inures to the benefit of KFC. KFC retains the right at any time to make additions to, deletions from, and changes in the Trademarks at its complete discretion, and FRANCHISEE shall adopt and use any and all such additions, deletions and changes. 7.2 FRANCHISEE shall use and display the Trademarks only and strictly in such form and manner as is specifically approved by KFC and, upon request by KFC, affix thereto any legends, markings and notices of trademark registration or licensee or franchisee relationship specified by KFC, or any other notice of KFC's ownership, including, without limitation, trademark, copyright, patent applications and patents. KFC shall have the right to approve all advertising, displays, copy and all other materials using the Trademarks prepared by or for FRANCHISEE. FRANCHISEE agrees to follow KFC's instructions regarding proper usage of the Trademarks in all respects. 7.3 KFC agrees to protect and defend the Trademarks in the manner it determines to be appropriate. FRANCHISEE agrees to cooperate fully with KFC in the defense and protection of the Trademarks and shall promptly advise KFC in writing of any potentially infringing uses by others in addition to any suits brought, or claims made, against FRANCHISEE involving the Trademarks. Decisions regarding action involving the protection and defense of the Trademarks shall be solely in the discretion of KFC. 7.4 FRANCHISEE agrees to join with KFC in any application to enter FRANCHISEE as a registered or permitted user, or the like, of the Trademarks with any appropriate governmental agency or entity. Upon termination of this Agreement for any reason whatsoever, KFC may immediately apply to cancel FRANCHISEE's status as a registered or permitted user and FRANCHISEE shall consent in writing to the cancellation and shall join in any cancellation petition. The expense of any of t...
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TRADEMARKS AND TRADE SECRETS. The Company owns or has sufficient rights to all the copyrights, trademarks, trade names and service marks necessary for the operation of its business as now conducted and as proposed to be conducted. There are no pending or threatened claims against the Company alleging that the conduct of the Company's business infringes or conflicts with the rights of others under trade names, service marks, trademarks, copyrights and trade secrets. To the best of the Company's knowledge, the Company's business as now conducted and as proposed to be conducted will not infringe or conflict with the rights of others, including rights under trade names, service marks, trademarks, copyrights and trade secrets. The Company has not disclosed any of its trade secrets to any person except pursuant to a license or other agreement obligating the recipient to maintain the confidentiality thereof. To the best of the Company's knowledge, no party is infringing on any copyright, trademark, service mark or trade name or is undertaking to misappropriate any confidentiax xxformation or trade secret of the Company.
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TRADEMARKS AND TRADE SECRETS. Except as set forth on Section 3.11(h) of the Company Disclosure Schedule, to the Company’s Knowledge, no trademark or trade name owned or applied for by the Company conflicts or interferes with any trademark or trade name owned or applied for by any other Person. To the Knowledge of the Company, no event or circumstance (including a failure to exercise adequate quality controls and an assignment in gross without the accompanying goodwill) has occurred or exists that has resulted in, or could reasonably be expected to result in, the abandonment of any material trademark (whether registered or unregistered) owned, used, or applied for by the Company. The Company taken all reasonable steps to maintain the confidentiality of and otherwise protect and enforce their rights in all proprietary information that the Company holds, or purports to hold, as a trade secret.
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Related to TRADEMARKS AND TRADE SECRETS

  • Trademarks and Trade Names Except as specifically set out in this Agreement, nothing in this Agreement shall grant, suggest, or imply any authority for one Party to use the name, trademarks, service marks, or trade names of the other for any purpose whatsoever.

  • Patents and Trademarks The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights necessary or material for use in connection with their respective businesses as described in the SEC Reports and which the failure to so have could have a Material Adverse Effect (collectively, the “Intellectual Property Rights”). Neither the Company nor any Subsidiary has received a notice (written or otherwise) that any of the Intellectual Property Rights used by the Company or any Subsidiary violates or infringes upon the rights of any Person. To the knowledge of the Company, all such Intellectual Property Rights are enforceable and there is no existing infringement by another Person of any of the Intellectual Property Rights. The Company and its Subsidiaries have taken reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Trademarks, Etc Except to the extent required by applicable law, no Party shall use any other Party's names, logos, trademarks or service marks, whether registered or unregistered, without the prior consent of such Party.

  • Copyrights and Trademarks The Client represents to Developer and unconditionally guarantees that any elements of text, graphics, photos, designs, trademarks, or other artwork furnished to Developer for inclusion in web pages are owned by the Client, or that the Client has permission from the rightful owner to use each of these elements, and will hold harmless, protect, and defend Developer and its subcontractors from any claim or suit arising from the use of such elements furnished by the Client.

  • Trademarks and Copyrights The name “Xxxxx Xxxxx” and other names as may be adopted by the Company are proprietary trade names, trademarks and service marks of Xxxxx Xxxxx. The Company grants Ambassadors and Influencers a limited license to use its trademarks and trade names in promotional material in accordance with these Policies for so long as the Ambassador or Influencer’s Agreement is in effect. Upon cancellation of an Ambassador or Influencers’ Agreement for any reason, the license shall expire and the Ambassador or Influencer shall immediately discontinue all use of the Company’s trademarks and trade names. Under no circumstances may an Ambassador or Influencer use any of Xxxxx Xxxxx’x trademarks or trade names in any email address, website domain name, social media handle, social media name or address. Xxxxx Xxxxx commonly puts on live and recorded events as well as webinars and telephone conference calls. During these events Company executives, Ambassadors, Influencers, and guests appear and speak. The content of such events is copyrighted material that is owned exclusively by the Company. Ambassador or Influencer may not record company functions for any reason, whether such event is live, a webinar, via conference call, or delivered through any other medium. In addition, Company produced Sales Tools, videos, audios, podcasts, and printed material is also copyrighted. Ambassadors and Influencers shall not copy any such materials for their personal or business use without the Company’s prior written approval.

  • Patents, Trademarks and Copyrights Machinery and equipment of the VESSEL, whether made or furnished by the BUILDER under this CONTRACT, may bear the patent numbers, trademarks, or trade names of the manufacturers. The BUILDER shall defend and save harmless the BUYER from all liabilities or claims for or on account of the use of any patents, copyrights or design of any nature or kind, or for the infringement thereof including any unpatented invention made or used in the performance of this CONTRACT and also for any costs and expenses of litigation, if any in connection therewith. No such liability or responsibility shall be with the BUILDER with regard to components and/or equipment and/or design supplied by the BUYER. Nothing contained herein shall be construed as transferring any patent or trademark rights or copyrights in equipment covered by this CONTRACT, and all such rights are hereby expressly reserved to the true and lawful owners thereof.

  • Copyrights, Patents and Trademarks (i) Borrower hereby represents and warrants that, as of the date of this Agreement, Borrower does not have any maskworks, computer software, or other copyrights, that are registered (or are the subject of any application for registration) with the United States Copyright Office. Borrower hereby covenants and agrees that Borrower will NOT register with the United States Copyright Office (or apply for such registration of) any of Borrower’s maskworks, computer software, or other copyrights, unless Borrower has provided Lender not less than 30 days prior written notice of the commencement of such registration/application and Borrower has executed and delivered to Lender such security agreement(s) and other documentation (in form and substance reasonably satisfactory to Lender) which Lender in its good faith business judgment may require for filing with the United States Copyright Office with respect to such registration or application. (ii) Borrower will identify to Lender in writing any and all patents and trademarks of Borrower that are registered (or the subject of any application for registration) with the United States Patent and Trademark Office and, upon Lender’s request therefor, promptly execute and deliver to Lender such security agreement(s) and other documentation (in form and substance reasonably satisfactory to Lender) which Lender in its good faith business judgment may require for filing with the United States Patent and Trademark Office with respect to such registration or application. (iii) Borrower will: (x) protect, defend and maintain the validity and enforceability of Borrower’s copyrights, patents, and trademarks; (y) promptly advise Lender in writing of material infringements of Borrower’s copyrights, patents, or trademarks of which Borrower is or becomes aware; and (z) not allow any material item of Borrower’s copyrights, patents, or trademarks to be abandoned, forfeited or dedicated to the public without Lender’s written consent.

  • Trade Names and Trademarks No Issuer Entity may use any company name, trade name, trademark or service xxxx or logo of Ameriprise or any person or entity controlling, controlled by, or under common control with Ameriprise without Ameriprise’s prior written consent.

  • Trademarks The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

  • Trademarks, Patents and Copyrights (a) Section 4.14(a) of the Company Disclosure Letter sets forth a complete and accurate list of all copyright registrations, trademark registrations, and patents, and applications for registration of any of the foregoing, that are owned by the Company or its subsidiaries. The Company and its subsidiaries own or have the right to use in the manner currently used by the Company and its subsidiaries all patents, trademarks, trade names, copyrights, Internet domain names, service marks, trade secrets and other intellectual property rights (the “Intellectual Property Rights”) used in connection with the business of the Company and its subsidiaries as currently conducted (the “Company Intellectual Property Rights”), except as would not have, and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. Neither the Company nor any of its subsidiaries has received, since January 1, 2011, any written charge, complaint, claim, demand or notice challenging the validity of any of the Company Intellectual Property Rights, except as would not have, and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. (b) To the Company’s knowledge, the conduct of the business of the Company and its subsidiaries does not infringe upon, misappropriate or otherwise violate any Intellectual Property Rights of any other person, except for any such infringement, misappropriation or other violation that would not have, and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. Neither the Company nor any of its subsidiaries has received, since January 1, 2011, any written charge, complaint, claim, demand or notice alleging any such infringement, misappropriation or other violation that has not been settled or otherwise fully resolved, except for any such infringement, misappropriation or other violation that would not have, and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect. To the Company’s knowledge, no other person has infringed, misappropriated or otherwise violated any Company Intellectual Property Rights since January 1, 2011, except for any such infringement, misappropriation or other violation as would not have, and would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect.

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