Common use of General Use Clause in Contracts

General Use. With respect to Licensee's use of the Marks pursuant to this License Agreement, Licensee acknowledges and agrees to the following: 1. Licensee shall use only the Marks designated by Licensor and shall use them only in the manner authorized and permitted by Licensor herein, and only in accordance with the Graphic Standards Manual. Without limiting the generality of the foregoing, Licensee shall comply with Licensor's guidelines and directives (i) for use of certain Marks with specified Additional Products and Additional Services, and (ii) concerning the use of the Marks or derivatives thereof in, or as a part of, the domain name of any World Wide Web pages or the names of any similar Internet locales or addresses owned by or on behalf of Licensee. 2. Except to the extent permitted as Incidental Use, Licensee shall use the Marks only in connection with providing Primary Services, Core Products, Additional Services and Additional Products in the Licensed Territory, in accordance with the Quality Standards and as otherwise set forth in this License Agreement. 3. Licensee shall identify the Licensor as the registered owner of the Marks in such ways as Licensor may direct, including but not limited to the identification of Licensor as such on Licensee's invoices, order forms, receipts and contracts. 4. Except as provided in Section IV.G. above and Section X.C. below, Licensee shall have no right to sublicense the Marks to any other person or entity, and Licensee shall have no right to allow its resellers, if any, to make use of the Marks. Any use by a dealer, retailer or agent under Section IV.G. or by an Affiliate under Section X.C. shall be consistent with Licensee's rights and responsibilities hereunder with respect to the use of the Marks and, in no event, shall any such permitted use exceed or extend beyond Licensee's rights hereunder to use the Marks. Licensee agrees to monitor and be responsible for the use of the Marks by its agents, retailers and dealers and its Affiliates and to promptly provide or cause to be provided to Licensor upon request, from time to time, such reasonable information concerning the use of the Marks by such dealers, retailers and agents and Affiliates to permit Licensor to ascertain Licensee's compliance hereunder. From time to time upon the reasonable request of Licensor, Licensee shall promptly supply Licensor with a list of dealers, retailers, agents and Affiliates authorized to use the Marks and/or promptly confirm whether any particular dealers, retailers, agents or Affiliates remain authorized and in good standing with respect to use of the Marks. 5. Licensee's right to use the Marks is limited to the uses specifically authorized under this License Agreement. 6. Licensee shall not use the Marks or any of their derivatives, or any marks confusingly similar thereto, as part of Licensee's corporate or other legal name. Licensee and any dealers, retailers or agents designated under Section IV.G. or Affiliates designated under Section X.C. may file and maintain trade name or fictitious name registrations in the jurisdictions within the Licensed Territory where legally required or otherwise appropriate to reflect the fact that Licensee is doing business as "Cellular One." If other licensees desire to file and maintain such a trade name or fictitious name registration pursuant to a license agreement with Licensor, Licensee shall consent or otherwise cooperate with Licensor and such licensees in meeting the state or local requirements to permit such trade or fictitious name registrations to coexist. Licensee shall execute any documents deemed necessary or desirable by Licensor or its counsel to assist Licensor in the protection or registration of the Marks or to maintain or defend Licensor's title thereto, or their continued validity and enforceability. 7. Licensee shall promptly notify Licensor of any suspected infringement of, or challenge to the validity, registration, or Licensor's ownership of the Marks, which occurs in the Licensed Territory, or elsewhere, should Licensee become aware. Licensor agrees, at its sole cost and expense, to institute or otherwise defend proceedings as may be appropriate to protect the Marks, including, to the extent necessary, defense of such proceedings following termination of this License Agreement. In connection with any such proceedings, Licensee agrees to execute any and all documents and to do whatever reasonable acts and things as may, in the opinion of counsel for Licensor, be necessary or advisable to assist Licensor in carrying out the prosecution or defense, and Licensor agrees to reimburse Licensee for all direct costs incurred by Licensee in doing these acts and things, except that Licensee shall bear the salary costs of its employees. Licensor shall have the sole right to institute, defend and direct proceedings relating to the Marks and Licensee shall not file or institute any proceedings relating to the Marks without the prior written consent of Licensor. In the event that Licensee does file or institute any proceedings relating to the Marks, Licensee shall promptly supply Licensor with copies of any and all papers and materials relating to such proceedings, together with such information relating thereto as Licensor may reasonably request. Notwithstanding anything to the contrary in Section VI.B., and whether or not Licensor undertakes the prosecution or defense of a legal proceeding relating to one or more of the Marks, Licensor's liability for damages and losses to Licensee relating to use of one or more of the Marks (including any loss resulting from Licensor's loss of title or ownership of the Marks or the rights thereto) shall be limited to the amount of the Application Fee plus the Annual License Fee paid by Licensee under this License Agreement for the market(s) in which such liability is determined, for the year during which such liability is determined. 8. The Marks are valid and serve to identify the Primary Services, the Core Products, the Additional Services and the Additional Products provided by those who are authorized to operate under the Marks. Licensee shall not directly or indirectly contest the validity, registration or Licensor's ownership of the Marks, any of their derivatives, any of the icons or other marks owned by Licensor, and Licensee shall not directly or indirectly apply for or otherwise seek to register as a trademark, service ▇▇▇▇ or design any ▇▇▇▇ or other designation which incorporates, which is the same as or confusingly similar to, or which may dilute Licensor's rights in and to, any of the Marks or their derivatives, any of the icons or other marks owned by Licensor. 9. Licensee's use of the Marks, and the use thereof by its agents, retailers, dealers and Affiliates, if any, pursuant to this License Agreement does not give Licensee or any agent, retailer, dealer or Affiliate, any ownership interest or other interest in or to the Marks, except the license granted in this License Agreement. Any and all goodwill arising from use of the Marks shall inure solely and exclusively to the benefit of Licensor, and upon expiration or termination of this License Agreement and the license granted by it, no monetary amount shall be assigned as attributable to any goodwill associated with use of the Marks by Licensee or its agents, retailers, dealers or Affiliates. 10. Licensor has and retains the following rights, among others: (i) To use the Marks itself, in connection with local, regional and national advertising and promotion, including conducting activities designed to enhance the goodwill associated with the Marks, and, subject to the provisions of Section I hereof, with directly or indirectly selling products and services (including telecommunications products and services) both within and outside the Licensed Territory; (ii) To grant licenses for use of the Marks in addition to those licenses already granted to existing licensees of the Marks; (iii) To use the Marks in any manner reserved for Licensor pursuant to Section I; and (iv) To create derivatives of the Marks and exploit, promote and license such derivatives. 11. In the event that any of the Marks or icons, including any trademarks, service marks and design logos adopted after execution of this License Agreement which become Marks, can no longer be used, Licensor reserves the right to provide a substitute ▇▇▇▇ or design with reasonable notice to Licensee.

General Use. With respect to Licensee's use of the Marks pursuant to this License Agreement, Licensee acknowledges and agrees to the following: 1. Licensee shall use only the Marks designated by Licensor and shall use them only in the manner authorized and permitted by Licensor herein, and only in accordance with the Graphic Standards Manual. Without limiting the generality of the foregoing, Licensee shall comply with Licensor's guidelines and directives (i) for use of certain Marks with specified Additional Products and Additional Services, and (ii) concerning the use of the Marks or derivatives thereof in, or as a part of, the domain name Domain Name of any World Wide Web pages Pages or the names of any similar Internet locales or addresses owned by or on behalf of Licensee, and (iii) as to the forms, applications, presentations and colors. 2. Except to the extent permitted as Incidental Use, Licensee shall use the Marks only in connection with providing Primary Services, Core Products, Additional Services and Additional Products in the Licensed Territory, in accordance with the Quality Standards and as otherwise set forth in this License Agreement. 3. Licensee shall identify the Licensor as the registered owner of the Marks in such ways as Licensor may direct, including but not limited to the identification of Licensor as such on Licensee's invoices, order forms, receipts and contracts.. Cellular One Group License Agreement 34 10/18/99 4. Except as provided in Section IV.G. above and Section X.C. below, Licensee shall have no right to authorize others to use or to sublicense the Marks to any other person or entity, and in no event shall Licensee shall have no any right to allow any of its resellers, franchisees or similar type third parties, if any, to make use of the Marks. Any use by a dealer, retailer or agent under Section IV.G. or by an Affiliate under Section X.C. shall be consistent with Licensee's rights and responsibilities hereunder with respect to the use of the Marks and, in no event, shall any such permitted use exceed or extend beyond Licensee's rights hereunder to use the Marks. Licensee agrees to monitor and be responsible for the use of the Marks by its agents, retailers and dealers and its Affiliates and to promptly provide or cause to be provided to Licensor upon request, from time to time, such reasonable information concerning the use of the Marks by such dealers, retailers and agents and Affiliates to permit Licensor to ascertain Licensee's compliance hereunder. From time to time upon the reasonable request of Licensor, Licensee shall promptly supply Licensor with a list of dealers, retailers, agents and Affiliates authorized to use the Marks and/or promptly confirm whether any particular dealers, retailers, agents or Affiliates remain authorized and in good standing with respect to use of the Marks. 5. Licensee's right to use the Marks is limited to the uses specifically authorized under this License Agreement. 6. Licensee shall not use the Marks or any of their derivatives, or any marks confusingly similar thereto, as part of Licensee's corporate or other legal name. Licensee and any dealers, retailers or agents designated under Section IV.G. or Affiliates designated under Section X.C. may file and maintain trade name or fictitious name registrations in the jurisdictions within the Licensed Territory where legally required or otherwise appropriate to reflect the fact that Licensee is doing business as "Cellular One." CELLULARONE". If other licensees desire to file and maintain such a trade name or fictitious name registration pursuant to a license agreement with Licensor, Licensee shall consent or otherwise cooperate with Licensor and such licensees in meeting the state or local requirements to permit such trade or fictitious name registrations to coexist. Licensee shall execute any documents deemed necessary or desirable by Licensor or its counsel to assist Licensor in the protection or registration of the Marks or to maintain or defend Licensor's title thereto, or their continued validity and enforceability. 7. Licensee shall promptly notify Licensor of any suspected infringement of, or challenge to the validity, registration, or Licensor's ownership of the Marks, which occurs in the Licensed Territory, or elsewhere, should Licensee become aware. Licensor agrees, at its sole cost and expense, to institute or otherwise defend proceedings as may be appropriate to protect the Marks, including, to the extent necessary, defense of such proceedings following termination of this License Agreement. In connection with any such proceedings, Licensee agrees to execute any and all documents and to do whatever reasonable acts and things as may, in the opinion of counsel for Licensor, be necessary or advisable to assist Licensor in carrying out the prosecution or defense, and Licensor agrees to reimburse Licensee for all direct costs incurred by Licensee in doing these acts and things, except that Licensee shall bear the salary costs of its employees. Licensor shall have the sole right to institute, defend and direct proceedings relating to the Marks and Licensee shall not file or institute any proceedings relating to the Marks without the prior written consent of Licensor. In the event that Licensee does file or institute any proceedings relating to the Marks, Licensee Cellular One Group License Agreement 35 10/18/99 shall promptly supply Licensor with copies of any and all papers and materials relating to such proceedings, together with such information relating thereto as Licensor may reasonably request. Notwithstanding anything to the contrary in this Section VI.B., and whether or not Licensor undertakes the prosecution or defense of a legal proceeding relating to one or more of the Marks, Licensor's liability for damages and losses to Licensee relating to use of one or more of the Marks (including any loss resulting from Licensor's loss of title or ownership of the Marks or the rights thereto) shall be limited to the amount of the Application Fee plus the Annual License Fee paid by Licensee under this License Agreement for the market(s) in which such liability is determined, for the year during which such liability is determined. 8. The Licensee acknowledges that the Marks are valid and serve to identify the Primary Services, the Core Products, the Additional Services and the Additional Products provided by those who are authorized to operate under the Marks. Licensee shall not directly or indirectly contest the validity, registration or Licensor's ownership of the Marks, any of their derivatives, any of the icons or other marks owned by Licensor, and Licensee shall not directly or indirectly apply for or otherwise seek to register as a trademark, service ▇▇▇▇ or mark, design any ▇▇▇▇ mark, Internet domain site or other designation which incorporates▇▇▇▇rporates, which ▇▇▇ch is the same as or confusingly similar to, or which may dilute Licensor's rights in and to, any of the Marks or their derivatives, any of the icons or other marks owned by Licensor. 9. Licensee's use of the Marks, and the use thereof by its agents, retailers, dealers and Affiliates, if any, pursuant to this License Agreement does not give Licensee or any agent, retailer, dealer or Affiliate, any ownership interest or other interest in or to the Marks, except the license granted in this License Agreement. Any and all goodwill arising from use of the Marks shall inure solely and exclusively to the benefit of Licensor, and upon expiration or termination of this License Agreement and the license granted by itAgreement, no monetary amount shall be assigned as attributable to any goodwill associated with use of the Marks by Licensee or its agents, retailers, dealers or Affiliates. 10. Licensor has and retains the following rights, among others: (i) To use the Marks itselfitself or to license others to use the Marks for National Programs and on or with respect to the Internet, both within and outside the Licensed Territory; (ii) To use the Marks itself or license others to use the Marks anywhere in the world, in connection with local, regional and national advertising and promotion, including conducting activities designed to enhance the goodwill associated with the Marks, and, subject to the provisions of Section I hereof, with directly or indirectly selling products and services (including telecommunications products and services) both within and outside the Licensed Territory; (iiiii) To grant licenses for use of the Marks in addition to those licenses already granted to existing licensees of the Marks;; Cellular One Group License Agreement 36 10/18/99 (iiiiv) To use the Marks in any manner reserved for Licensor in this License Agreement, including without limitation, pursuant to Section I; and (ivv) To create derivatives of the Marks and exploit, promote and license such derivatives. 11. In the event that any of the Marks or icons, including any trademarks, service marks and design logos adopted after execution of this License Agreement which become Marks, can no longer be used, Licensor reserves the right to provide a substitute ▇▇▇▇ mark or design with reasonable notice to Licensee.

General Use. With respect to Licensee's use of the Marks pursuant to this License Agreement, Licensee acknowledges and agrees to the following: 1. Licensee shall use only the Marks designated by Licensor and shall use them only in the manner authorized and permitted by Licensor herein, and only in accordance with the Graphic Standards Manual. Without limiting the generality of the foregoing, Licensee shall comply with Licensor's guidelines and directives (i) for use of certain Marks with specified Additional Products and Additional Services, and (ii) concerning the use of the Marks or derivatives thereof in, or as a part of, the domain name of any World Wide Web pages or the names of any similar Internet locales or addresses owned by or on behalf of Licensee. 2. Except to the extent permitted as Incidental Use, Licensee shall use the Marks only in connection with providing Primary Services, Core Products, Additional Services and Additional Products in the Licensed Territory, in accordance with the Quality Standards and as otherwise set forth in this License Agreement. 3. Licensee shall identify the Licensor as the registered owner of the Marks in such ways as Licensor may direct, including but not limited to the identification of Licensor as such on Licensee's invoices, order forms, receipts and contracts. 4. Except as provided in Section IV.G. above and Section X.C. below, Licensee shall have no right to sublicense the Marks to any other person or entity, and Licensee shall have no right to allow its resellers, if any, to make use of the Marks. Any use by a dealer, retailer or agent under Section IV.G. or by an Affiliate under Section X.C. shall be consistent with Licensee's rights and responsibilities hereunder with respect to the use of the Marks and, in no event, shall any such permitted use exceed or extend beyond Licensee's rights hereunder to use the Marks. Licensee agrees to monitor and be responsible for the use of the Marks by its agents, retailers and dealers and its Affiliates and to promptly provide or cause to be provided to Licensor upon request, from time to time, such reasonable information concerning the use of the Marks by such dealers, retailers and agents and Affiliates to permit Licensor to ascertain Licensee's compliance hereunder. From time to time upon the reasonable request of Licensor, Licensee shall promptly supply Licensor with a list of dealers, retailers, agents and Affiliates authorized to use the Marks and/or promptly confirm whether any particular dealers, retailers, agents or Affiliates remain authorized and in good standing with respect to use of the Marks. 5. Licensee's right to use the Marks is limited to the uses specifically authorized under this License Agreement. 6. Licensee shall not use the Marks or any of their derivatives, or any marks confusingly similar thereto, as part of Licensee's corporate or other legal name. Licensee and any dealers, retailers or agents designated under Section IV.G. or Affiliates designated under Section X.C. may file and maintain trade name or fictitious name registrations in the jurisdictions within the Licensed Territory where legally required or otherwise appropriate to reflect the fact that Licensee is doing business as "Cellular One." If other licensees desire to file and maintain such a trade name or fictitious name registration pursuant to a license agreement with Licensor, Licensee shall consent or otherwise cooperate with Licensor and such licensees in meeting the state or local requirements to permit such trade or fictitious name registrations to coexist. Licensee shall execute any documents deemed necessary or desirable by Licensor or its counsel to assist Licensor in the protection or registration of the Marks or to maintain or defend Licensor's title thereto, or their continued validity and enforceability. 7. Licensee shall promptly notify Licensor of any suspected infringement of, or challenge to the validity, registration, or Licensor's ownership of the Marks, which occurs in the Licensed Territory, or elsewhere, should Licensee become aware. Licensor agrees, at its sole cost and expense, to institute or otherwise defend proceedings as may be appropriate to protect the Marks, including, to the extent necessary, defense of such proceedings following termination of this License Agreement. In connection with any such proceedings, Licensee agrees to execute any and all documents and to do whatever reasonable acts and things as may, in the opinion of counsel for Licensor, be necessary or advisable to assist Licensor in carrying out the prosecution or defense, and Licensor agrees to reimburse Licensee for all direct costs incurred by Licensee in doing these acts and things, except that Licensee shall bear the salary costs of its employees. Licensor shall have the sole right to institute, defend and direct proceedings relating to the Marks and Licensee shall not file or institute any proceedings relating to the Marks without the prior written consent of Licensor. In the event that Licensee does file or institute any proceedings relating to the Marks, Licensee shall promptly supply Licensor with copies of any and all papers and materials relating to such proceedings, together with such information relating thereto as Licensor may reasonably request. Notwithstanding anything to the contrary in Section VI.B., and whether or not Licensor undertakes the prosecution or defense of a legal proceeding relating to one or more of the Marks, Licensor's liability for damages and losses to Licensee relating to use of one or more of the Marks (including any loss resulting from Licensor's loss of title or ownership of the Marks or the rights thereto) shall be limited to the amount of the Application Fee plus the Annual License Fee paid by Licensee under this License Agreement for the market(s) in which such liability is determined, for the year during which such liability is determined. 8. The Marks are valid and serve to identify the Primary Services, the Core Products, the Additional Services and the Additional Products provided by those who are authorized to operate under the Marks. Licensee shall not directly or indirectly contest the validity, registration or Licensor's ownership of the Marks, any of their Their derivatives, any of the icons or other marks owned by Licensor, and Licensee shall not directly or indirectly apply for or otherwise seek to register as a trademark, service ▇▇▇▇ or design any ▇▇▇▇ or other designation which incorporates, which is the same as or confusingly similar to, or which may dilute Licensor's rights in and to, any of the Marks or their derivatives, any of the icons or other marks owned by Licensor. 9. Licensee's use of the Marks, and the use thereof by its agents, retailers, dealers and Affiliates, if any, pursuant to this License Agreement does not give Licensee or any agent, retailer, dealer or Affiliate, any ownership interest or other interest in or to the Marks, except the license granted in this License Agreement. Any and all goodwill arising from use of the Marks shall inure solely and exclusively to the benefit of Licensor, and upon expiration or termination of this License Agreement and the license granted by it, no monetary amount shall be assigned as attributable to any goodwill associated with use of the Marks by Licensee or its agents, retailers, dealers or Affiliates. 10. Licensor has and retains the following rights, among others: (i) To use the Marks itself, in connection with local, regional and national advertising and promotion, including conducting activities designed to enhance the goodwill associated with the Marks, and, subject to the provisions of Section I hereof, with directly or indirectly selling products and services (including telecommunications products and services) both within and outside the Licensed Territory; (ii) To grant licenses for use of the Marks in addition to those licenses already granted to existing licensees of the Marks; (iii) To use the Marks in any manner reserved for Licensor pursuant to Section I; and (iv) To create derivatives of the Marks and exploit, promote and license such derivatives. 11. In the event that any of the Marks or icons, including any trademarks, service marks and design logos adopted after execution of this License Agreement which become Marks, can no longer be used, Licensor reserves the right to provide a substitute ▇▇▇▇ or design with reasonable notice to Licensee.

General Use. With respect to Licensee's use of the Marks pursuant to this License Agreement, Licensee acknowledges and agrees to the following: 1. Licensee shall use only the Marks designated by Licensor and shall use them only in the manner authorized and permitted by Licensor herein, and only in accordance with the Graphic Standards Manual. Without limiting the generality of the foregoing, Licensee shall comply with Licensor's guidelines and directives (i) for use of certain Marks with specified Additional Products and Additional Services, and (ii) concerning the use of the Marks or derivatives thereof in, or CELLULAR ONE GROUP LICENSE AGREEMENT 34 12/2/99 as a part of, the domain name Domain Name of any World Wide Web pages Pages or the names of any similar Internet locales or addresses owned by or on behalf of Licensee, and (iii) as to the forms, applications, presentations and colors. 2. Except to the extent permitted as Incidental Use, Licensee shall use the Marks only in connection with providing Primary Services, Core Products, Additional Services and Additional Products in the Licensed Territory, in accordance with the Quality Standards and as otherwise set forth in this License Agreement. 3. Licensee shall identify the Licensor as the registered owner of the Marks in such ways as Licensor may direct, including but not limited to the identification of Licensor as such on Licensee's invoices, order forms, receipts and contracts. 4. Except as provided in Section IV.G. above and Section X.C. below, Licensee shall have no right to authorize others to use or to sublicense the Marks to any other person or entity, and in no event shall Licensee shall have no any right to allow any of its resellers, franchisees or similar type third parties, if any, to make use of the Marks. Any use by a dealer, retailer or agent under Section IV.G. or by an Affiliate under Section X.C. shall be consistent with Licensee's rights and responsibilities hereunder with respect to the use of the Marks and, in no event, shall any such permitted use exceed or extend beyond Licensee's rights hereunder to use the Marks. Licensee agrees to monitor and be responsible for the use of the Marks by its agents, retailers and dealers and its Affiliates and to promptly provide or cause to be provided to Licensor upon request, from time to time, such reasonable information concerning the use of the Marks by such dealers, retailers and agents and Affiliates to permit Licensor to ascertain Licensee's compliance hereunder. From time to time upon the reasonable request of Licensor, Licensee shall promptly supply Licensor with a list of dealers, retailers, agents and Affiliates authorized to use the Marks and/or promptly confirm whether any particular dealers, retailers, agents or Affiliates remain authorized and in good standing with respect to use of the Marks. 5. Licensee's right to use the Marks is limited to the uses specifically authorized under this License Agreement. 6. Licensee shall not use the Marks or any of their derivatives, or any marks confusingly similar thereto, as part of Licensee's corporate or other legal name. Licensee and any dealers, retailers or agents designated under Section IV.G. or Affiliates designated under Section X.C. may file and maintain trade name or fictitious name registrations in the jurisdictions within the Licensed Territory where legally required or otherwise appropriate to reflect the fact that Licensee is doing business as "Cellular One." CELLULARONE". If other licensees desire to file and maintain such a trade name or fictitious name registration pursuant to a license agreement with Licensor, Licensee shall consent or otherwise cooperate with Licensor and such licensees in meeting the state or local requirements to permit such trade or fictitious name registrations to coexist. Licensee shall execute any documents deemed necessary or desirable by Licensor or its counsel to assist Licensor in the protection or registration of the Marks or to maintain or defend Licensor's title thereto, or their continued validity and enforceability.. CELLULAR ONE GROUP LICENSE AGREEMENT 35 12/2/99 7. Licensee shall promptly notify Licensor of any suspected infringement of, or challenge to the validity, registration, or Licensor's ownership of the Marks, which occurs in the Licensed Territory, or elsewhere, should Licensee become aware. Licensor agrees, at its sole cost and expense, to institute or otherwise defend proceedings as may be appropriate to protect the Marks, including, to the extent necessary, defense of such proceedings following termination of this License Agreement. , In connection with any such proceedings, Licensee agrees to execute any and all documents and to do whatever reasonable acts and things as may, in the opinion of counsel for Licensor, be necessary or advisable to assist Licensor in carrying out the prosecution or defense, and Licensor agrees to reimburse Licensee for all direct costs incurred by Licensee in doing these acts and things, except that Licensee shall bear the salary costs of its employees. Licensor shall have the sole right to institute, defend and direct proceedings relating to the Marks and Licensee shall not file or institute any proceedings relating to the Marks without the prior written consent of Licensor. In the event that Licensee does file or institute any proceedings relating to the Marks, Licensee shall promptly supply Licensor with copies of any and all papers and materials relating to such proceedings, together with such information relating thereto as Licensor may reasonably request. Notwithstanding anything to the contrary in this Section VI.B., and whether or not Licensor undertakes the prosecution or defense of a legal proceeding relating to one or more of the Marks, Licensor's liability for damages and losses to Licensee relating to use of one or more of the Marks (including any loss resulting from Licensor's loss of title or ownership of the Marks or the rights thereto) shall be limited to the amount of the Application Fee plus the Annual License Fee paid by Licensee under this License Agreement for the market(s) in which such liability is determined, for the year during which such liability is determined. 8. The Licensee acknowledges that the Marks are valid and serve to identify the Primary Services, the Core Products, the Additional Services and the Additional Products provided by those who are authorized to operate under the Marks. Licensee shall not directly or indirectly contest the validity, registration or Licensor's ownership of the MarksOF THE MARKS, any of their derivativesANY OF THEIR DERIVATIVES, any of the icons or other marks owned by Licensor, and Licensee shall not directly or indirectly apply for or otherwise seek to register as a trademark, service ▇▇▇▇ or ▇, design any ▇▇▇▇ ▇, Internet domain site or other designation which incorporates, which is the same as or confusingly similar to, or which may dilute Licensor's rights in and to, any of the Marks or their derivatives, any of the icons or other marks owned by Licensor. 9. Licensee's use of the Marks, and the use thereof by its agents, retailers, dealers and Affiliates, if any, pursuant to this License Agreement does not give Licensee or any agent, retailer, dealer or Affiliate, any ownership interest or other interest in or to the Marks, except the license granted in this License Agreement. Any and all goodwill arising from use of the Marks shall inure solely and exclusively to the benefit of Licensor, and upon expiration or termination of this License Agreement and the license granted by itAgreement, no monetary amount shall be assigned as attributable to any goodwill associated with use of the Marks by Licensee or its agents, retailers, dealers or Affiliates.. CELLULAR ONE GROUP LICENSE AGREEMENT 36 12/2/99 10. Licensor has and retains the following rights, among others: (i) To use the Marks itselfitself or to license others to use the Marks for National Programs and on or with respect to the Internet, both within and outside the Licensed Territory; (ii) To use the Marks itself or license others to use the Marks anywhere in the world, in connection with local, regional and national advertising and promotion, including conducting activities designed to enhance the goodwill associated with the Marks, and, subject to the provisions of Section I hereof, with directly or indirectly selling products and services (including telecommunications products and services) both within and outside the Licensed Territory; (iiiii) To grant licenses for use of the Marks in addition to those licenses already granted to existing licensees of the Marks; (iiiiv) To use the Marks in any manner reserved for Licensor in this License Agreement, including without limitation, pursuant to Section I1; and (ivv) To create derivatives of the Marks and exploit, promote and license such derivatives. 11. In the event that any of the Marks or icons, including any trademarks, service marks and design logos adopted after execution of this License Agreement which become Marks, can no longer be used, Licensor reserves the right to provide a substitute ▇▇▇▇ or design with reasonable notice to Licensee.

General Use. With respect to Licensee's use of the Marks pursuant to this License Agreement, Licensee acknowledges and agrees to the following: 1. Licensee shall use only the Marks designated by Licensor and shall use them only in the manner authorized and permitted by Licensor herein, and only in accordance with the Graphic Standards Manualspecifications of Licensor. Without limiting the generality of the foregoing, Licensee shall comply with Licensor's guidelines and directives (i) for use of certain Marks with specified Additional Products and Additional Services, and (ii) concerning the use of the Marks or derivatives thereof in, or as a part of, the domain name of any World Wide Web pages or the names of any similar Internet locales or addresses owned by or on behalf of Licensee. 2. Except to the extent permitted as Incidental Use, Licensee shall use the Marks only in connection with providing Primary Services, Core Products, Additional Services PCS and Additional Products PCS related products in the Licensed Territory, in accordance with the Quality Standards and as otherwise set forth in this License Agreement. 3. Licensee shall identify the Licensor as the registered owner of the Marks in such ways as Licensor may direct, including but not limited to the identification of Licensor as such on Licensee's invoices, order forms, receipts and contracts. 4. Except as provided in Section IV.G. above and Section X.C. belowIII. F. above, Licensee shall have no right to sublicense the Marks to any other person or entity, and Licensee shall have no right to allow its resellers, if any, to make use of the Marks. Any use by a dealer, retailer or agent under Section IV.G. or by an Affiliate under Section X.C. III. F. shall be consistent with Licensee's rights and responsibilities hereunder with respect to the use of the Marks and, in no event, shall any such permitted use exceed or extend beyond Licensee's rights hereunder to use the Marks. Licensee agrees to monitor and be responsible for the use of the Marks by its agents, retailers and dealers and its Affiliates and to promptly provide or cause to be provided to Licensor upon request, from time to time, such reasonable information concerning the use of the Marks by such dealers, retailers and agents and Affiliates to permit Licensor to ascertain Licensee's compliance hereunder. From time to time upon the reasonable request of Licensor, Licensee shall promptly supply Licensor with a list of dealers, retailers, agents and Affiliates authorized to use the Marks and/or promptly confirm whether any particular dealers, retailers, agents or Affiliates remain authorized and in good standing with respect to use of the Marks. 5. Licensee's right to use the Marks is limited to the uses specifically authorized under this License Agreement. 6. Licensee shall not use the Marks or any of their derivatives, or any marks confusingly similar thereto, as part of Licensee's corporate or other legal name. Licensee and any dealers, retailers or agents designated under Section IV.G. or Affiliates designated under Section X.C. III. F. may file and maintain trade name or fictitious name registrations in the jurisdictions within the Licensed Territory where legally required or otherwise appropriate to reflect the fact that Licensee is doing business as "Cellular OneUS Unwired." If other licensees desire to file and maintain such a trade name or fictitious name registration pursuant to a license agreement with Licensor, Licensee shall consent or otherwise cooperate with Licensor and such licensees in meeting the state or local requirements to permit such trade or fictitious name registrations to coexist. Licensee shall execute any documents deemed necessary or desirable by Licensor or its counsel to assist Licensor in the protection or registration of the Marks or to maintain or defend Licensor's title thereto, or their continued validity and enforceability. 7. Licensee shall promptly notify Licensor of any suspected infringement of, of or challenge to the validity, registration, registration or Licensor's ownership of the Marks, which occurs in the Licensed Territory, or elsewhere, should Licensee become awareaware of such. Licensor agrees, at its sole cost and expense, to institute or otherwise defend proceedings as may be appropriate to protect the Marks, including, to the extent necessary, defense of such proceedings following termination of this License Agreement. In connection with any such proceedings, Licensee agrees to execute any and all documents and to do whatever reasonable acts and things as may, in the opinion of counsel for Licensor, be necessary or advisable to assist Licensor in carrying out the prosecution or defense, and Licensor agrees to reimburse Licensee for all direct costs incurred by Licensee in doing these acts and things, except that Licensee shall bear the salary costs of its employees. Licensor shall have the sole right to institute, defend and direct proceedings relating to the Marks and Licensee shall not file or institute any proceedings relating to the Marks without the prior written consent of Licensor. In the event that Licensee does file or institute any proceedings relating to the Marks, Licensee shall promptly supply Licensor with copies of any and all papers and materials relating to such proceedings, together with such information relating thereto as Licensor may reasonably request. Notwithstanding anything to the contrary in Section VI.B., and whether Whether or not Licensor undertakes the prosecution or defense of a legal proceeding relating to one or more of the Marks, Licensor's liability for damages and losses to Licensee relating to use of one or more of the Marks (including any loss resulting from Licensor's loss of title or ownership of the Marks or the rights thereto) shall be limited to the amount of the Application Fee plus the Annual License Fee paid by Licensee under this License Agreement for the market(s) in which such liability is determined, determined for the year during which such liability is determined. 8. The Marks are valid and serve to identify the Primary Services, the Core Products, the Additional Services telecommunications services and the Additional Products products provided by those who are authorized to operate under the Marks. Licensee shall not directly or indirectly contest the validity, registration or Licensor's ownership of the Marks, any of their derivatives, any of the icons or other marks owned by Licensor, and Licensee shall not directly or indirectly apply for or otherwise seek to register as a trademark, service ▇▇▇▇ or design any ▇▇▇▇ or other designation which incorporates, which is the same as or confusingly similar to, or which may dilute Licensor's rights in and to, any of the Marks or their derivatives, any of the icons or other marks owned by Licensor. 9. Licensee's use of the Marks, and the use thereof by its agents, retailers, dealers retailers and Affiliatesdealers, if any, pursuant to this License Agreement does not give Licensee or any agent, retailer, dealer retailer or Affiliatedealer, any ownership interest or other interest in or to the Marks, except the license granted in this License Agreement. Any and all goodwill arising from use of the Marks shall inure solely and exclusively to the benefit of Licensor, and upon expiration or termination of this License Agreement and the license granted by it, no monetary amount shall be assigned as attributable to any goodwill associated with use of the Marks by Licensee or its agents, retailers, dealers retailers or Affiliatesdealers. 10. Licensor has and retains the following rights, among others: (i) To use the Marks itself, in connection with local, regional and national advertising and promotion, including conducting activities designed to enhance the goodwill associated with the Marks, and, subject to the provisions of Section I hereof, with directly or indirectly selling products and services (including telecommunications products and services) both within and outside the Licensed Territory; (ii) To grant licenses for use of the Marks in addition to those licenses already granted to existing licensees of the Marks, including granting licenses for use of the Marks within the Licensed Territory by persons other than Licensee herein with regard to telecommunications services other than PCS; (iii) To use the Marks in any manner reserved for Licensor pursuant to Section I; and (iv) To create derivatives of the Marks and exploit, promote and license such derivatives. 11. In the event that any of the Marks or icons, including any trademarks, service marks and design logos adopted after execution of this License Agreement which become Marks, can no longer be used, Licensor reserves the right to provide a substitute ▇▇▇▇ or design with reasonable notice to Licensee.

General Use. With respect to Licensee's use of the Marks pursuant to this License Agreement, Licensee acknowledges and agrees to the following: 1. Licensee shall use only the Marks designated by Licensor and shall use them only in the manner authorized and permitted by Licensor herein, and only in accordance with the Graphic Standards Manual. Without limiting the generality of the foregoing, Licensee shall comply with Licensor's guidelines and directives (i) for use of certain Marks with specified Additional Products and Additional Services, and (ii) concerning the use of the Marks or derivatives thereof in, or as a part of, the domain name of any World Wide Web pages or the names of any similar Internet locales or addresses owned by or on behalf of Licensee. 2. Except to the extent permitted as Incidental Use, Licensee shall use the Marks only in connection with providing Primary Services, Core Products, Additional Services and Additional Products in the Licensed Territory, in accordance with the Quality Standards and as otherwise set forth in this License Agreement. 3. Licensee shall identify the Licensor as the registered owner of the Marks in such ways as Licensor may direct, including but not limited to the identification of Licensor as such on Licensee's invoices, order forms, receipts and contracts. 4. Except as provided in Section IV.G. above and Section X.C. below, Licensee shall have no right to sublicense the Marks to any other person or entity, and Licensee shall have no right to allow its resellers, if any, to make use of the Marks. Any use by a dealer, retailer or agent under Section IV.G. or by an Affiliate under Section X.C. shall be consistent with Licensee's rights and responsibilities hereunder with respect to the use of the Marks and, and in no event, shall any such permitted use exceed or extend beyond Licensee's rights hereunder to use the Marks. Licensee agrees to monitor and be responsible for the use of the Marks by its agents, retailers and dealers and its Affiliates and to promptly provide or cause to be provided to Licensor upon request, from time to time, such reasonable information concerning the use of the Marks by such dealers, retailers and agents and Affiliates to permit Licensor to ascertain Licensee's compliance hereunder. From time to time upon the reasonable request of Licensor, Licensee shall promptly supply Licensor with a list of dealers, retailers, agents and Affiliates authorized to use the Marks and/or promptly confirm whether any particular dealers, retailers, agents or Affiliates remain authorized and in good standing with respect to use of the Marks. 5. Licensee's right to use the Marks is limited to the uses specifically authorized under this License Agreement. 6. Licensee shall not use the Marks or any of their derivatives, or any marks confusingly similar thereto, as part of Licensee's corporate or other legal name. Licensee and any dealers, retailers or agents designated under Section IV.G. or Affiliates designated under Section X.C. may file and maintain trade name or fictitious name registrations in the jurisdictions within the Licensed Territory where legally required or otherwise appropriate to reflect the fact that Licensee is doing business as "Cellular One." If other licensees desire to file and maintain such a trade name or fictitious name registration pursuant to a license agreement with Licensor, Licensee shall consent or otherwise cooperate with Licensor and such licensees in meeting the state or local requirements to permit such trade or fictitious name registrations to coexist. Licensee shall execute any documents deemed necessary or desirable by Licensor or its counsel to assist Licensor in the protection or registration of the Marks or to maintain or defend Licensor's title thereto, or their continued validity and enforceability. 7. Licensee shall promptly notify Licensor of any suspected infringement of, or challenge to the validity, registration, or Licensor's ownership of the Marks, which occurs in the Licensed Territory, or elsewhere, should Licensee become aware. Licensor agrees, at its sole cost and expense, to institute or otherwise defend proceedings as may be appropriate to protect the Marks, including, to the extent necessary, defense of such proceedings following termination of this License Agreement. In connection with any such proceedings, Licensee agrees to execute any and all documents and to do whatever reasonable acts and things as may, in the opinion of counsel for Licensor, be necessary or advisable to assist Licensor in carrying out the prosecution or defense, and Licensor agrees to reimburse Licensee for all direct costs incurred by Licensee in doing these acts and things, except that Licensee shall bear the salary costs of its employees. Licensor shall have the sole right to institute, defend and direct proceedings relating to the Marks and Licensee shall not file or institute any proceedings relating to the Marks without the prior written consent of Licensor. In the event that Licensee does file or institute any proceedings relating to the Marks, Licensee shall promptly supply Licensor with copies of any and all papers and materials relating to such proceedings, together with such information relating thereto as Licensor may reasonably request. Notwithstanding anything to the contrary in Section VI.B., and whether or not Licensor undertakes the prosecution or defense of a legal proceeding relating to one or more of the Marks, Licensor's liability for damages and losses to Licensee relating to use of one or more of the Marks (including any loss resulting from Licensor's loss of title or ownership of the Marks or the rights thereto) shall be limited to the amount of the Application Fee plus the Annual License Fee paid by Licensee under this License Agreement for the market(s) in which such liability is determined, for the year during which such liability is determined. 8. The Marks are valid and serve to identify the Primary Services, the Core Products, the Additional Services and the Additional Products provided by those who are authorized to operate under the Marks. Licensee shall not directly or indirectly contest the validity, registration or Licensor's ownership of the Marks, any of their Their derivatives, any of the icons or other marks owned by Licensor, and Licensee shall not directly or indirectly apply for or otherwise seek to register as a trademark, service ▇▇▇▇ or design any ▇▇▇▇ or other designation which incorporates, which is the same as or confusingly similar to, or which may dilute Licensor's rights in and to, any of the Marks or their derivatives, any of the icons or other marks owned by Licensor. 9. Licensee's use of the Marks, and the use thereof by its agents, retailers, dealers and Affiliates, if any, pursuant to this License Agreement does not give Licensee or any agent, retailer, dealer or Affiliate, any ownership interest or other interest in or to the Marks, except the license granted in this License Agreement. Any and all goodwill arising from use of the Marks shall inure solely and exclusively to the benefit of Licensor, and upon expiration or termination of this License Agreement and the license granted by it, no monetary amount shall be assigned as attributable to any goodwill associated with use of the Marks by Licensee or its agents, retailers, dealers or Affiliates. 10. Licensor has and retains the following rights, among others: (i) To use the Marks itself, in connection with local, regional and national advertising and promotion, including conducting activities designed to enhance the goodwill associated with the Marks, and, subject to the provisions of Section I hereof, with directly or indirectly selling products and services (including telecommunications products and services) both within and outside the Licensed Territory; (ii) To grant licenses for use of the Marks in addition to those licenses already granted to existing licensees of the Marks; (iii) To use the Marks in any manner reserved for Licensor pursuant to Section I; and (iv) To create derivatives of the Marks and exploit, promote and license such derivatives. 11. In the event that any of the Marks or icons, including any trademarks, service marks and design logos adopted after execution of this License Agreement which become Marks, can no longer be used, Licensor reserves the right to provide a substitute ▇▇▇▇ or design with reasonable notice to Licensee.

General Use. With respect to Licensee's use of the Marks pursuant to this License Agreement, Licensee acknowledges and agrees to the following: 1. Licensee shall use only the Marks designated by Licensor and shall use them only in the manner authorized and permitted by Licensor herein, and only in accordance with the Graphic Standards Manual. Without limiting the generality of the foregoing, Licensee shall comply with Licensor's guidelines and directives (i) for use of certain Marks with specified Additional Products and Additional Services, and (ii) concerning the use of the Marks or derivatives thereof in, or as a part of, the domain name of any World Wide Web pages or the names of any similar Internet locales or addresses owned by or on behalf of Licensee. 2. Except to the extent permitted as Incidental Use, Licensee shall use the Marks only in connection with providing Primary Services, Core Products, Additional Services and Additional Products in the Licensed Territory, in accordance with the Quality Standards and as otherwise set forth in this License Agreement. 3. Licensee shall identify the Licensor as the registered owner of the Marks in such ways as Licensor may direct, including but not limited to the identification of Licensor as such on Licensee's invoices, order forms, receipts and contracts. 4. Except as provided in Section IV.G. above and Section X.C. below, Licensee shall have no right to sublicense the Marks to any other person or entity, and Licensee shall have no right to allow its resellers, if any, to make use of the Marks. Any use by a dealer, retailer or agent under Section IV.G. III.G. or by an Affiliate under Section X.C. shall be consistent with Licensee's rights and responsibilities hereunder with respect to the use of the Marks and, in no event, shall any such permitted use exceed or extend beyond Licensee's rights hereunder to use the Marks. Licensee agrees to monitor and be responsible for the use of the Marks by its agents, retailers and dealers and its Affiliates and to promptly provide or cause to be provided to Licensor upon request, from time to time, such reasonable information concerning the use of the Marks by such dealers, retailers and agents and Affiliates to permit Licensor to ascertain Licensee's compliance hereunder. From time to time upon the reasonable request of Licensor, Licensee shall promptly supply Licensor with a list of dealers, retailers, agents and Affiliates authorized to use the Marks and/or promptly confirm whether any particular dealers, retailers, agents or Affiliates remain authorized and in good standing with respect to use of the Marks. 5. Licensee's right to use the Marks is limited to the uses specifically authorized under this License Agreement. 6. Licensee shall not use the Marks or any of their derivatives, or any marks confusingly similar theretothere;o, as part of Licensee's corporate or other legal name. Licensee and any dealers, retailers or agents designated under Section IV.G. III.G. or Affiliates designated under Section X.C. may file and maintain trade name or fictitious name registrations in the jurisdictions within the Licensed Territory where legally required or otherwise appropriate to reflect the fact that Licensee is doing business as "Cellular One." If other licensees desire to file and maintain such a trade name or fictitious name registration pursuant to a license agreement with Licensor, Licensee shall consent or otherwise cooperate with Licensor and such licensees in meeting the state or local requirements to permit such trade or fictitious name registrations to coexist. Licensee shall execute any documents deemed necessary or desirable by Licensor or its counsel to assist Licensor in the protection or registration of the Marks or to maintain or defend Licensor's title thereto, or their continued validity and enforceability. 7. Licensee shall promptly notify Licensor of any suspected infringement of, or challenge to the validity, registration, or Licensor's ownership of the Marks, which occurs in the Licensed Territory, or elsewhere, should Licensee become aware. Licensor agrees, at its sole cost and expense, to institute or otherwise defend proceedings as may be appropriate to protect the Marks, including, to the extent necessary, defense of such proceedings following termination of this License Agreement. In connection with any such proceedings, Licensee agrees to execute any and all documents and to do whatever reasonable acts and things as may, in the opinion of counsel for Licensor, be necessary or advisable to assist Licensor in carrying out the prosecution or defense, and Licensor agrees to reimburse Licensee for all direct costs incurred by Licensee in doing these acts and things, except that Licensee shall bear the salary costs of its employees. Licensor shall have the sole right to institute, defend and direct proceedings relating to the Marks and Licensee shall not file or institute any proceedings relating to the Marks without the prior written consent of Licensor. In the event that Licensee does file or institute any proceedings relating to the Marks, Licensee shall promptly supply Licensor with copies of any and all papers and materials relating to such proceedings, together with such information relating thereto as Licensor may reasonably request. Notwithstanding anything to the contrary in Section VI.B., and whether or not Licensor undertakes the prosecution or defense of a legal proceeding relating to one or more of the Marks, Licensor's liability for damages and losses to Licensee relating to use of one or more of the Marks (including any loss resulting from Licensor's loss of title or ownership of the Marks or the rights thereto) shall be limited to the amount of the Application Fee plus the Annual License Fee paid by Licensee under this License Agreement for the market(s) in which such liability is determined, for the year during which such liability is determined. 8. The Marks are valid and serve to identify the Primary Services, the Core Products, the Additional Services and the Additional Products provided by those who are authorized to operate under the Marks. Licensee shall not directly or indirectly contest the validity, registration or Licensor's ownership of the Marks, any of their Their derivatives, any of the icons or other marks owned by Licensor, and Licensee shall not directly or indirectly apply for or otherwise seek to register as a trademark, service ▇▇▇▇ or design any ▇▇▇▇ or other designation which incorporates, which is the same as or confusingly similar to, or which may dilute Licensor's rights in and to, any of the Marks or their derivatives, any of the icons or other marks owned by Licensor. 9. Licensee's use of the Marks, and the use thereof by its agents, retailers, dealers and Affiliates, if any, pursuant to this License Agreement does not give Licensee or any agent, retailer, dealer or Affiliate, any ownership interest or other interest in or to the Marks, except the license granted in this License Agreement. Any and all goodwill arising from use of the Marks shall inure solely and exclusively to the benefit of Licensor, and upon expiration or termination of this License Agreement and the license granted by it, no monetary amount shall be assigned as attributable to any goodwill associated with use of the Marks by Licensee or its agents, retailers, dealers or Affiliates. 10. Licensor has and retains the following rights, among others: (i) To use the Marks itself, in connection with local, regional and national advertising and promotion, including conducting activities designed to enhance the goodwill associated with the Marks, and, subject to the provisions of Section I hereof, with directly or indirectly selling products and services (including telecommunications products and services) both within and outside the Licensed Territory; (ii) To grant licenses for use of the Marks in addition to those licenses already granted to existing licensees of the Marks; (iii) To use the Marks in any manner reserved for Licensor pursuant to Section I; and (iv) To create derivatives of the Marks and exploit, promote and license such derivatives. 11. In the event that any of the Marks or icons, including any trademarks, service marks and design logos adopted after execution of this License Agreement which become Marks, can no longer be used, Licensor reserves the right to provide a substitute ▇▇▇▇ or design with reasonable notice to Licensee.

General Use. With respect to Licensee's use of the Marks pursuant to this License Agreement, Licensee acknowledges and agrees to the following: 1. Licensee shall use only the Marks designated by Licensor and shall use them only in the manner authorized and permitted by Licensor herein, and only in accordance with the Graphic Standards Manual. Without limiting the generality of the foregoing, Licensee shall comply with Licensor's guidelines and directives (i) for use of certain Marks with specified Additional Products and Additional Services, and (ii) concerning the use of the Marks or derivatives thereof in, or as a part of, the domain name of any World Wide Web pages or the names of any similar Internet locales or addresses owned by or on behalf of Licensee. 2. Except to the extent permitted as Incidental Use, Licensee shall use the Marks only in connection with providing Primary Services, Core Products, Additional Services and Additional Products in the Licensed Territory, in accordance with the Quality Standards and as otherwise set forth in this License Agreement. 3. Licensee shall identify the Licensor as the registered owner of the Marks in such ways as Licensor may direct, including but not limited to the identification of Licensor as such on Licensee's invoices, order forms, receipts and contracts. 4. Except as provided in Section IV.G. above and Section X.C. below, Licensee shall have no right to sublicense the Marks to any other person or entity, and Licensee shall have no right to allow its resellers, if any, to make use of the Marks. Any use by a dealer, retailer or agent under Section IV.G. or by an Affiliate under Section X.C. shall be consistent with Licensee's rights and responsibilities hereunder with respect to the use of the Marks and, in no event, shall any such permitted use exceed or extend beyond Licensee's rights hereunder to use the Marks. Licensee agrees to monitor and be responsible for the use of the Marks by its agents, retailers and dealers and its Affiliates and to promptly provide or cause to be provided to Licensor upon request, from time to time, such reasonable information concerning the use of the Marks by such dealers, retailers and agents and Affiliates to permit Licensor to ascertain Licensee's compliance hereunder. From time to time upon the reasonable request of Licensor, Licensee shall promptly supply Licensor with a list of dealers, retailers, agents and Affiliates authorized to use the Marks and/or promptly confirm whether any particular dealers, retailers, agents or Affiliates remain authorized and in good standing with respect to use of the Marks. 5. Licensee's right to use the Marks is limited to the uses specifically authorized under this License Agreement. 6. Licensee shall not use the Marks or any of their derivatives, or any marks confusingly similar theretothere;o, as part of Licensee's corporate or other legal name. Licensee and any dealers, retailers or agents designated under Section IV.G. or Affiliates designated under Section X.C. may file and maintain trade name or fictitious name registrations in the jurisdictions within the Licensed Territory where legally required or otherwise appropriate to reflect the fact that Licensee is doing business as "Cellular One." If other licensees desire to file and maintain such a trade name or fictitious name registration pursuant to a license agreement with Licensor, Licensee shall consent or otherwise cooperate with Licensor and such licensees in meeting the state or local requirements to permit such trade or fictitious name registrations to coexist. Licensee shall execute any documents deemed necessary or desirable by Licensor or its counsel to assist Licensor in the protection or registration of the Marks or to maintain or defend Licensor's title thereto, or their continued validity and enforceability. 7. Licensee shall promptly notify Licensor of any suspected infringement of, or challenge to the validity, registration, or Licensor's ownership of the Marks, which occurs in the Licensed Territory, or elsewhere, should Licensee become aware. Licensor agrees, at its sole cost and expense, to institute or otherwise defend proceedings as may be appropriate to protect the Marks, including, to the extent necessary, defense of such proceedings following termination of this License Agreement. In connection with any such proceedings, Licensee agrees to execute any and all documents and to do whatever reasonable acts and things as may, in the opinion of counsel for Licensor, be necessary or advisable to assist Licensor in carrying out the prosecution or defense, and Licensor agrees to reimburse Licensee for all direct costs incurred by Licensee in doing these acts and things, except that Licensee shall bear the salary costs of its employees. Licensor shall have the sole right to institute, defend and direct proceedings relating to the Marks and Licensee shall not file or institute any proceedings relating to the Marks without the prior written consent of Licensor. In the event that Licensee does file or institute any proceedings relating to the Marks, Licensee shall promptly supply Licensor with copies of any and all papers and materials relating to such proceedings, together with such information relating thereto as Licensor may reasonably request. Notwithstanding anything to the contrary in Section VI.B., and whether or not Licensor undertakes the prosecution or defense of a legal proceeding relating to one or more of the Marks, Licensor's liability for damages and losses to Licensee relating to use of one or more of the Marks (including any loss resulting from Licensor's loss of title or ownership of the Marks or the rights thereto) shall be limited to the amount of the Application Fee plus the Annual License Fee paid by Licensee under this License Agreement for the market(s) in which such liability is determined, for the year during which such liability is determined. 8. The Marks are valid and serve to identify the Primary Services, the Core Products, the Additional Services and the Additional Products provided by those who are authorized to operate under the Marks. Licensee shall not directly or indirectly contest the validity, registration or Licensor's ownership of the Marks, any of their derivatives, any of the icons or other marks owned by Licensor, and Licensee shall not directly or indirectly apply for or otherwise seek to register as a trademark, service ▇▇▇▇ or design any ▇▇▇▇ or other designation which incorporates, which is the same as or confusingly similar to, or which may dilute Licensor's rights in and to, any of the Marks or their derivatives, any of the icons or other marks owned by Licensor. 9. Licensee's use of the Marks, and the use thereof by its agents, retailers, dealers and Affiliates, if any, pursuant to this License Agreement does not give Licensee or any agent, retailer, dealer or Affiliate, any ownership interest or other interest in or to the Marks, except the license granted in this License Agreement. Any and all goodwill arising from use of the Marks shall inure solely and exclusively to the benefit of Licensor, and upon expiration or termination of this License Agreement and the license granted by it, no monetary amount shall be assigned as attributable to any goodwill associated with use of the Marks by Licensee or its agents, retailers, dealers or Affiliates. 10. Licensor has and retains the following rights, among others: (i) To use the Marks itself, in connection with local, regional and national advertising and promotion, including conducting activities designed to enhance the goodwill associated with the Marks, and, subject to the provisions of Section I hereof, with directly or indirectly selling products and services (including telecommunications products and services) both within and outside the Licensed Territory; (ii) To grant licenses for use of the Marks in addition to those licenses already granted to existing licensees of the Marks; (iii) To use the Marks in any manner reserved for Licensor pursuant to Section I; and (iv) To create derivatives of the Marks and exploit, promote and license such derivatives. 11. In the event that any of the Marks or icons, including any trademarks, service marks and design logos adopted after execution of this License Agreement which become Marks, can no longer be used, Licensor reserves the right to provide a substitute ▇▇▇▇ or design with reasonable notice to Licensee.