Composite Marks Clause Samples
Composite Marks. (a) The parties acknowledge and agree that certain GroceryCo Marks or SnackCo Marks constitute composite Trademarks (each, a “Composite ▇▇▇▇”) a constituent element of which includes a word, logo, Sub-Brand, or slogan that constitutes a discrete Trademark that is owned by the other party. The parties acknowledge that the ownership arrangements with respect to Composite Marks to which the parties have agreed are for convenience and a party’s ownership of a Composite ▇▇▇▇ does not confer on such party any ownership interest or other rights in any such constituent element of such Composite ▇▇▇▇ that constitutes a discrete Trademark of the other party. For example, a SnackCo ▇▇▇▇ that constitutes a Composite ▇▇▇▇ is “▇▇▇▇▇ Handi-Snacks” and SnackCo IPCo’s ownership of such Composite ▇▇▇▇ does not confer on SnackCo IPCo any ownership or other rights in the Kraft GroceryCo Trademark.
(b) A party that owns any application or registration for a Composite ▇▇▇▇ agrees to withdraw or cancel such application or registration of such Composite ▇▇▇▇ in any jurisdiction as soon as reasonably practicable after the other party gives written notice (a “Blocking Notice”) to such party that the existence of such application or registration is blocking the other party from registering or enforcing the discrete Trademark (or variations thereof) owned by the other party that is a constituent element of such Composite ▇▇▇▇. The parties agree that no registrations of any Composite ▇▇▇▇ will be renewed by the owner thereof and that any new registration sought by the owner of any Composite ▇▇▇▇ must not include the constituent element of such Composite ▇▇▇▇ that constitutes a discrete Trademark of the other party. A Blocking Notice may be given by a party only if such party has received a communication from the relevant trademark office, a court of competent jurisdiction or other third party regarding the existence of the block that is the subject of the Blocking Notice. For the avoidance of doubt, the parties agree that the renewal of the registration of any SnackCo ▇▇▇▇ that constituted a component of a Composite ▇▇▇▇ and any new Trademark sought to be registered by a SnackCo Entity that serves as a replacement for a Composite ▇▇▇▇, shall not use or include the Kraft GroceryCo Trademark or a hexagon/racetrack design that is identical or confusingly similar to the hexagon/racetrack design incorporated in the Kraft Hexagon Logo:
Composite Marks. (a) The Parties acknowledge and agree that certain uses of Kellanova-Owned Marks or WKKC-Owned Marks constitute composite Trademarks, a constituent element of which includes a word, logo, or slogan that constitutes a discrete Trademark that is owned by the other Party (each, a “Composite Mark”). The Parties acknowledge and agree that the ownership arrangements with respect to Composite Marks to which the Parties have agreed are for convenience and a Party’s ownership of a Composite ▇▇▇▇ does not confer on such Party any ownership interest or other rights in any such constituent element of such Composite Mark that constitutes a discrete Trademark of the other Party. For example, “KELLOGG’S ALL-BRAN” constitutes a Composite Mark, of which WKKC’s ownership in the “ALL-BRAN” Trademark does not confer on WKKC any ownership or other rights in “KELLOGG’S” Trademark, which constitutes a Kellanova-Owned Mark.
(b) Notwithstanding anything else to the contrary (including Section 9.1), other than any “WK ▇▇▇▇▇▇▇” Trademark registered in accordance with this Agreement (which is excluded from this Section 4.3(b)), (i) a Party that owns any application or registration for a Composite Mark agrees to withdraw or cancel such application or registration of such Composite Mark in any jurisdiction as soon as reasonably practicable, and (ii) following the Effective Time, neither Party shall apply for or obtain any new application or registration for a Trademark that constitutes a Composite Mark.
Composite Marks. Notwithstanding anything set forth in this Article X, the terms and conditions set forth on Schedule K shall govern with respect to the ownership, prosecution, maintenance and enforcement of any Trademark that includes any Licensed ▇▇▇▇ together with a Trademark owned by RemainCo (or in which RemainCo desires to acquire ownership through use or registration) (a “Composite ▇▇▇▇”).
Composite Marks. S&P hereby grants CME the right to combine its “CME,” “CME Group,” and “CME E-mini” marks (and such other marks as S&P may approve from time to time, such approval not to be unreasonably withheld or delayed) with the S&P Marks to form composite marks. Such composite marks shall only be used in connection with Licensed Activities. None of S&P FS LLC, Licensor or CME shall register or apply to register such composite marks in any jurisdiction without the other party’s prior written consent. CME’s use of any S&P Marks in a composite ▇▇▇▇ shall inure to the benefit of S&P FS LLC and Licensor and CME shall obtain no rights in such S&P Marks as a result of such use.
Composite Marks. Subject to Section 5.2, M&P may use the ▇▇▇▇ alone or in combination with another word or words that are not confusingly similar to the name “RSM.”
Composite Marks. (a) At Licensee’s request from time to time, Licensor will promptly and diligently file, prosecute and maintain trademark applications and registrations for Composite Marks in the name of Licensor. Licensee will promptly reimburse Licensor for its reasonable out-of-pocket expenses incurred with such actions.
(b) At Licensee’s request from time to time, Licensor will promptly abandon or cause to be abandoned registrations and applications for registrations for any Composite Marks or other marks filed under Section 4(a) owned by Licensor.
(c) Licensor hereby acknowledges that the Remnants of all Composite Marks are valuable assets belonging to Licensee. Nothing in this Agreement confers any right of ownership to such Remnants in Licensor. Licensee has the right to use and register such Remnants. Licensor acknowledges, and will not at any time challenge, in any way, Licensee’s right to use or register such Remnants, or the validity or Licensee’s ownership of such Remnants. Subject to Licensor’s rights in the Licensed Marks as set forth in Section 7(a), Licensor acknowledges that all rights accruing from Licensor’s possession of trademark applications or registrations that incorporate such Remnants, including without limitation any goodwill, is in trust for and inures to the benefit of Licensee. To the extent any rights in and to such Remnants or in the goodwill associated therewith are deemed to accrue to Licensor, Licensor agrees to assign and hereby irrevocably assigns to Licensee any and all such rights and goodwill, at such time as they may be deemed to accrue. Licensor will execute and deliver to Licensee upon Licensee’s request at any time, all documents which are necessary or desirable to secure or preserve Licensee’s rights in such Remnants.
Composite Marks. Notwithstanding Section 11.1, Licensee shall have one year to cease using any currently existing and used Composite Marks and to make necessary changes to the production line. Notwithstanding Section 11.1, Licensee shall also have the right to sell-off thereafter any existing inventory of Wares bearing Composite Marks.
Composite Marks. With respect to each of the Composite Marks, the Vendor shall make such filings or take such other necessary and appropriate action to cause the withdrawal and/or abandonment of such Composite ▇▇▇▇ in each jurisdiction in which such Composite ▇▇▇▇ is registered or in which an application for registration is pending, in each case prior to the Closing or as soon as reasonably practicable thereafter.
Composite Marks. Notwithstanding anything set forth in this Article X, the terms and conditions set forth on Exhibit C shall govern with respect to the ownership, prosecution, maintenance and enforcement of any Trademark that includes any Licensed ▇▇▇▇ together with a Trademark owned by RemainCo (or in which RemainCo desires to acquire ownership through use or registration) (a “Composite ▇▇▇▇”).
Composite Marks. Subject to this Agreement and the license granted in Section 2.1, Licensee shall own all right, title and interest in and to all trademarks, service marks and trade names that combine, in a composite form, one or more Marks and one or more of Licensee’s marks (hereafter “Composite Marks”). Licensee shall undertake such actions as are reasonably necessary to, and Nasdaq will reasonably cooperate with Licensee to, establish and protect the Composite Marks, including without limitation procuring and maintaining registration(s). For the sake of clarity, if any Composite ▇▇▇▇ reasonably requires a consent from Nasdaq for Licensee to register the Composite ▇▇▇▇, Nasdaq shall provide such consent. Notwithstanding the foregoing, Nasdaq shall not be limited in any way in its use of the Marks.