Common use of Composite Marks Clause in Contracts

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.