Use of Trade Marks. 8.3.1 As long as the Sales Agency and Marketing Agreement is in force, Licensee shall not use any Trade Marks on any Products other than those Trade Marks designated by Licensor; 8.3.2 Licensee agrees that it will use the Trade Marks only in connection with the Products and will label, package and advertise the Products only in such manner as to preserve at all times all rights of Licensor in the Trade Marks; 8.3.3 Licensor shall provide to Licensee from time to time information regarding the use of the Trade Marks, including the typeface, configuration and orientation of the Trade Marks, specifications and restrictions on the size, colour and backgrounds for the Trade Marks, and Licensee shall use the Trade Marks only in the manner so specified; 8.3.4 Licensee shall submit all original mechanical art (the "Art") for all labels, packaging, advertisements, promotional materials and other materials used in connection with the sale of the Products which bear any Trade Xxxx to Licensor for approval prior to the use of the Art, which approval shall not be unreasonably withheld or unduly delayed. In the event that Licensor does not notify Licensee in writing of its disapproval of same within thirty (30) days of its receipt of the Art, the Art shall be deemed to be approved by Licensor; 8.3.5 Licensee shall not change or modify any part of the Art without the written approval of Licensor, which approval shall not be unreasonably withheld or unduly delayed. In the event that Licensor does not advise Licensee in writing that it disapproves of such change or modification within ten (10) days of receipt thereof, Licensor shall be deemed to have accepted such change or modification; 8.3.6 Licensee shall forward to Licensor, at Licensee's expense, such representative samples of the labels, packaging, advertisements and promotional and other materials used in connection with the sale of the Products in which any of the Trade Marks appear once a year or at such other times as Licensor may reasonably request, in order to verify that the Trade Marks are being used in accordance with the terms of this Agreement; 8.3.7 Each label, package, advertisement, item or promotional or other material used in connection with the sale of the Products which bears any Trade Xxxx shall contain the following legend: "[the particular Trade Marks used]"(R) are Trade Marks of Compositech Ltd. and are used by [Licensee's Name] under License." or such other legend, inscriptions and markings thereon as Licensor may request; 8.3.8 Licensee shall not use the Trade Marks or any similar xxxx, name or logo to identify its business or any product (other than Products) that Licensee manufactures or sells; 8.3.9 Licensee shall use the Trade Marks, only as depicted in their respective registrations or applications for registration or as prescribed by Licensor.
Appears in 1 contract
Use of Trade Marks. 8.3.1 As long as the Sales Agency and Marketing Agreement is in force, Licensee 12.1 The Distributor shall not use acquire any right to or interest in any Trade Marks on any Products other than those Trade Marks designated by Licensor;
8.3.2 Licensee agrees that it will Marks. The Distributor may only use the Trade Marks in carrying out its licensed activities under this Agreement, and then only provided that ownership of such Trade Marks is clearly attributed to the Company or its licensor(s).
12.2 The Distributor acknowledges and agrees that the Company is the owner and/or licensee of the Trade Marks and that all goodwill arising out of use of the Trade Marks by the Distributor pursuant to this Agreement shall inure to the Company. The Distributor shall not at any time or in connection with any way indicate ownership of or any right in the Products Trade Marks and will labelshall not contest the right of the Company and/or its affiliates to the use of any of the Trade Marks. The Distributor shall not, package and advertise shall not have the Products only right to, register, or apply for registration, anywhere in such manner as the world, directly or indirectly, any trade mark, service mark, trade name, xxpyright, company name or other proprietary or commercial right which is confusingly similar to preserve at all times all the Trade Marks or take any other action that jeopardizes the Company's proprietary rights of Licensor in the Trade Marks;.
8.3.3 Licensor 12.3 The Distributor shall provide to Licensee from time to time information regarding the at all times conduct business only under its own name and may not use of the Trade Marks, including the typeface, configuration and orientation of the Trade Marks, specifications and restrictions on the size, colour and backgrounds for the Trade Marks, and Licensee shall use the Trade Marks only in the manner so specified;
8.3.4 Licensee shall submit all original mechanical art (the "Art") for all labels, packaging, advertisements, promotional materials and other materials used in connection with the sale of the Products which bear any Trade Xxxx to Licensor for approval prior to the use of the Art, which approval shall not be unreasonably withheld or unduly delayed. In the event that Licensor does not notify Licensee in writing of its disapproval of same within thirty (30) days of its receipt of the Art, the Art shall be deemed to be approved by Licensor;
8.3.5 Licensee shall not change or modify any part of the Art without the written approval of Licensor, which approval shall not be unreasonably withheld or unduly delayed. In the event that Licensor does not advise Licensee in writing that it disapproves of such change or modification within ten (10) days of receipt thereof, Licensor shall be deemed to have accepted such change or modification;
8.3.6 Licensee shall forward to Licensor, at Licensee's expense, such representative samples of the labels, packaging, advertisements and promotional and other materials used in connection with the sale of the Products in which any of the Trade Marks as part of its business name.
12.4 The Distributor shall not attach, remove or disfigure any Trade Marks on the media containing the Product (or that appear once a year as the result of executing the Product) nor attach any additional marks to the media containing the Product except as otherwise agreed by the Company in writing.
12.5 The Distributor agrees not to alter, remove or at such obscure any copyright or other times proprietary notices on or in the media containing the Product (or that appear as Licensor may reasonably requestthe result of executing the Product) or related documentation or materials.
12.6 The Company reserves the right to require the Distributor to submit to the Company for prior approval any and all advertising and sales literature of the Distributor that refers to the Company, in order to verify that the Products, or otherwise includes any of the Trade Marks are being used in accordance Marks. The Distributor shall make all modifications to the materials deemed necessary by the Company to protect the goodwill associated with the terms of this Agreement;
8.3.7 Each label, package, advertisement, item or promotional or other material used in connection Trade Marks. The Distributor shall also comply with the sale any guidelines relating to use of the Products which bears any Trade Xxxx shall contain marks as may be furnished to the following legend: "[Distributor and revised by the particular Trade Marks used]"(R) are Trade Marks of Compositech Ltd. and are used by [LicenseeCompany from time to time.
12.7 The Distributor's Name] under License." or such other legend, inscriptions and markings thereon as Licensor may request;
8.3.8 Licensee shall not right to use the Trade Marks shall immediately cease upon termination or any similar xxxx, name or logo to identify its business or any product (other than Products) that Licensee manufactures or sells;
8.3.9 Licensee shall use the Trade Marks, only as depicted in their respective registrations or applications for registration or as prescribed by Licensorexpiration of this Agreement.
Appears in 1 contract
Samples: Distribution Agreement (Avant Corp)
Use of Trade Marks. 8.3.1 As long as the Sales Agency and Marketing Agreement is in force, Licensee shall not use any Trade Marks on any Products other than those Trade Marks designated by Licensor;
8.3.2 Licensee agrees that it will use the Trade Marks only in connection with the Products and will label, package and advertise the Products only in such manner as to preserve at all times all rights of Licensor in the Trade Marks;
8.3.3 8.3.2 Licensor shall provide to Licensee from time to time information regarding the use of the Trade Marks, including the typeface, configuration and orientation of the Trade Marks, specifications and restrictions on the size, colour and backgrounds for the Trade Marks, and Licensee shall use the Trade Marks only in the manner so specified;
8.3.4 8.3.3 Licensee shall submit all original mechanical art (the "Art") for all labels, packaging, advertisements, promotional materials and other materials used in connection with the sale of the Products which bear any Trade Xxxx to Licensor for approval prior to the use of the Art, which approval shall not be unreasonably withheld or unduly delayed. In the event that Licensor does not notify Licensee in writing of its disapproval of same within thirty (30) days of its receipt of the Art, the Art shall be deemed to be approved by Licensor;
8.3.5 8.3.4 Licensee shall not change or modify any part party of the Art without the written approval of Licensor, which approval shall not be unreasonably withheld or unduly delayed. In the event that Licensor does not advise Licensee in writing that it disapproves of such change or modification within ten (10) days of receipt thereof, Licensor shall be deemed to have accepted such change or modification;
8.3.6 8.3.5 Licensee shall forward to Licensor, at Licensee's expense, such representative samples of the labels, packaging, advertisements and promotional and other materials used in connection with the sale of the Products in which any of the Trade Marks appear once a year or at such other times as Licensor may reasonably request, in order to verify that the Trade Marks are being used in accordance with the terms of this Agreement;
8.3.7 8.3.6 Each label, label package, advertisement, item or promotional or other material used in connection with the sale of the Products which bears t any Trade Xxxx shall contain the following legend: "[the particular Trade Marks used]"(R) are Trade Marks of Compositech Ltd. H Power Corp. and are used by [Licensee's Name] under License." or such other legend, inscriptions and markings thereon as Licensor may request;
8.3.8 8.3.7 Licensee shall not use the Trade Marks or any similar xxxx, name or logo to identify its business or any product (other than Products) that Licensee manufactures or sells;
8.3.9 8.3.8 Licensee shall use the Trade Marks, Marks only as depicted in their respective registrations or applications for registration or as prescribed by Licensor.
Appears in 1 contract
Use of Trade Marks. 8.3.1 As long as the Sales Agency and Marketing Agreement is in force, Licensee shall not use any Trade Marks on any Products other than those Trade Marks designated by Licensor;
8.3.2 Licensee agrees that it will use the Trade Marks only in connection with the Products and will label, package and advertise the Products only in such manner as 15.1 With respect to preserve at all times all rights of Licensor in the Trade Marks;
8.3.3 Licensor shall provide to Licensee from time to time information regarding the use of the Trade Marks, including the typeface, configuration and orientation any of the Trade Markstrade-marks associated with the Products, specifications and restrictions on now or at any time registered in the sizename of MEC (the "Trade-marks"), the parties agree as follows:
(a) all representations of any Trade-marks which WPI intends to use in any promotional materials (the "Materials”) shall be submitted to MEC for prior approval of design, colour and backgrounds for the Trade Marks, other details and Licensee shall use the Trade Marks only in the manner so specified;
8.3.4 Licensee shall submit all original mechanical art (the "Art") for all labels, packaging, advertisements, promotional materials and other materials used in connection with the sale no Materials containing any of the Products which bear any Trade Xxxx to Licensor Trademarks shall be distributed by WPI or on behalf of WPI without the written approval of MEC; and
(b) MEC shall not withhold its approval unreasonably and, unless MEC has advised WPI in writing within three (3) business days of receipt of the Materials for approval prior that MEC does not approve of the use of such Materials, MEC shall be deemed to have approved of the use of such materials.
15.2 WPI shall not change or vary any of the Trade-marks nor use any other Trade-marks which are similar to or substantially similar to or so nearly resembling the Trade-marks so as to be likely to cause deception or confusion to the public.
15.3 Unless otherwise provided in this Agreement, WPI shall accompany any and all print use of the Trade-marks with an asterisk printed closely adjacent to each printed representation of the Trade-marks.
15.4 With respect to the use of the Art, which approval shall not be unreasonably withheld or unduly delayed. In Trade-marks WPI agrees as follows:
(a) WPI recognizes that MEC is the event that Licensor does not notify Licensee in writing of its disapproval of same within thirty (30) days of its receipt owner of the Art, Trade-marks and all the Art goodwill therein and agrees that the same shall remain vested in MEC both during the term of this Agreement and thereafter and that the use of the Trade-marks by WPI shall be deemed used on behalf and for the benefit of MEC. WPI agrees not to be approved by Licensor;
8.3.5 Licensee shall not change challenge the validity or modify any part ownership of the Art without Trade-marks and/or the written approval of Licensor, goodwill therein; and
(b) any goodwill which approval shall not be unreasonably withheld or unduly delayed. In WPI may acquire from the event that Licensor does not advise Licensee in writing that it disapproves of such change or modification within ten (10) days of receipt thereof, Licensor shall be deemed to have accepted such change or modification;
8.3.6 Licensee shall forward to Licensor, at Licensee's expense, such representative samples use of the labels, packaging, advertisements Trade-marks shall vest in and promotional become the absolute property of MEC and other materials used in connection with WPI undertakes and agrees at the sale of the Products in which any of the Trade Marks appear once a year or at such other times as Licensor may reasonably request, in order to verify that the Trade Marks are being used in accordance with the terms request of this Agreement;
8.3.7 Each label, package, advertisement, item or promotional or other material used to execute all such instruments and to do all such acts as may be necessary and desirable to vest absolutely in connection with MEC the sale of the Products which bears any Trade Xxxx shall contain the following legend: "[the particular Trade Marks used]"(R) are Trade Marks of Compositech Ltd. and are used by [Licensee's Name] under Licensesaid goodwill." or such other legend, inscriptions and markings thereon as Licensor may request;
8.3.8 Licensee shall not use the Trade Marks or any similar xxxx, name or logo to identify its business or any product (other than Products) that Licensee manufactures or sells;
8.3.9 Licensee shall use the Trade Marks, only as depicted in their respective registrations or applications for registration or as prescribed by Licensor.
Appears in 1 contract
Samples: Exclusive License and Distribution Agreement (Well Power, Inc.)
Use of Trade Marks. 8.3.1 As long as the Sales Agency and Marketing Agreement is in force, Licensee 12.1 The Distributor shall not use acquire any right to or interest in any Trade Marks on any Products other than those Trade Marks designated by Licensor;
8.3.2 Licensee agrees that it will Marks. The Distributor may only use the Trade Marks in carrying out its authorized activities under this Agreement free of charge, and then only provided that ownership of such Trade Marks is clearly attributed to the Company or the Supplier.
12.2 The Distributor acknowledges and agrees that the Company is the authorized user of the Trade Marks and that all goodwill arising out of use of the Trade Marks by the Distributor pursuant to this Agreement shall inure to the Company. The Distributor shall not at any time or in connection with any way indicate ownership of or any right in the Products Trade Marks and will labelshall not contest the right of the Company and/or its affiliates to the use of any of the Trade Marks. The Distributor shall not, package and advertise shall not have the Products only right to, register, or apply for registration, anywhere in such manner as the world, directly or indirectly, any trade mark, service mark, trade namx, xopyright, xxxxany name or other proprietary or commercial right which is similar to preserve at all times all the Trade Marks or take any other action that jeopardizes the Trade Mark owner's propxxxxary rights of Licensor in the Trade Marks;.
8.3.3 Licensor 12.3 The Distributor shall provide to Licensee from time to time information regarding the at all times conduct business only under its own name and may not use of the Trade Marks, including the typeface, configuration and orientation of the Trade Marks, specifications and restrictions on the size, colour and backgrounds for the Trade Marks, and Licensee shall use the Trade Marks only in the manner so specified;
8.3.4 Licensee shall submit all original mechanical art (the "Art") for all labels, packaging, advertisements, promotional materials and other materials used in connection with the sale of the Products which bear any Trade Xxxx to Licensor for approval prior to the use of the Art, which approval shall not be unreasonably withheld or unduly delayed. In the event that Licensor does not notify Licensee in writing of its disapproval of same within thirty (30) days of its receipt of the Art, the Art shall be deemed to be approved by Licensor;
8.3.5 Licensee shall not change or modify any part of the Art without the written approval of Licensor, which approval shall not be unreasonably withheld or unduly delayed. In the event that Licensor does not advise Licensee in writing that it disapproves of such change or modification within ten (10) days of receipt thereof, Licensor shall be deemed to have accepted such change or modification;
8.3.6 Licensee shall forward to Licensor, at Licensee's expense, such representative samples of the labels, packaging, advertisements and promotional and other materials used in connection with the sale of the Products in which any of the Trade Marks as part of its business name.
12.4 The Distributor shall not attach, remove or disfigure any Trade Marks on the media containing the Product (or that appear once a year as the result of executing the Product) nor attach any additional marks to the media containing the Product except as otherwise agreed by the Company in writing.
12.5 The Distributor agrees not to alter, remove or at such obscure any copyright or other times proprietary notices on or in the media containing the Product (or that appear as Licensor may reasonably requestthe result of executing the Product) or related documentation or materials.
12.6 The Company reserves the right to require the Distributor to submit to the Company for prior approval any and all advertising and sales literature of the Distributor that refers to the Company, in order to verify that the Products, or otherwise includes any of the Trade Marks. The Distributor shall make all modifications to the materials deemed necessary by the Company to protect the goodwill associated with the Trade Marks. The Distributor shall also comply with any guidelines relating to use of the Trade Marks are being used in accordance with as may be furnished to the terms of this Agreement;Distributor and revised by the Company from time to time.
8.3.7 Each label, package, advertisement, item or promotional or other material used in connection with the sale of the Products which bears any Trade Xxxx shall contain the following legend: "[the particular Trade Marks used]"(R) are Trade Marks of Compositech Ltd. and are used by [Licensee12.7 The Distributor's Name] under License." or such other legend, inscriptions and markings thereon as Licensor may request;
8.3.8 Licensee shall not right to use the Trade Marks shall immediately cease upon termination or any similar xxxx, name or logo to identify its business or any product (other than Products) that Licensee manufactures or sells;
8.3.9 Licensee shall use the Trade Marks, only as depicted in their respective registrations or applications for registration or as prescribed by Licensorexpiration of this Agreement.
Appears in 1 contract
Samples: Distribution Agreement (Avant Corp)
