Common use of INTELLECTUAL PROPERTY OF THE PARTIES Clause in Contracts

INTELLECTUAL PROPERTY OF THE PARTIES. 21.1 All intellectual property rights whatsoever, whether capable of registration or not, regarding either Party’s name, trademarks, logos, image and all other intellectual property matters relating to either Party’s, including its name, trademarks, logos and/or image shall remain the sole property of the respective Party’s until termination of this Agreement. 21.2 Subject to existing rights and obligations and clause 21.3, the either Party shall, on prior written application by the requesting Party, grant a non-exclusive revocable right and licence to the requesting Party to use the granting Party’s trademarks and logos for a period not to exceed the remainder of the Term. 21.3 In order to establish and maintain standards of quality and propriety acceptable to the Buyer, in the event that the Seller desires to use the Buyer’s trademarks or logos in any way, the Seller shall first submit the concept or a sample of the proposed use to the Buyer for approval, which shall be in its sole and absolute discretion. The Buyer shall use reasonable endeavours to advise the Seller of its approval or disapproval of the concept or sample within twenty (20) Business Days of its receipt of the concept or sample. If the Buyer approves the concept or sample, the Seller shall not depart therefrom in any respect without the Buyer’s further prior written approval. 21.4 If at any time a Party revokes its approval for the specified use of any trademark or logo, the other Party shall forthwith discontinue all use of such trademark or logo and shall remove from public sale or distribution any previously approved product in respect of which the revoking Party has revoked its approval. The costs incurred by the other Party as a result of such revocation shall be borne by the that Party if the grounds for the revocation include any ground described in clause 21.5. 21.5 The revoking Party may revoke its approval immediately upon ten (10) Business Days written notice to the other Party if the other Party, any Contractor or any of its or its Contractors’ officers, directors or employees commits any crime or otherwise engages in conduct which violates any Law, or engages in any conduct that offends against public morals and decency and, in the revoking Party’s reasonable opinion, materially prejudices its reputation and public goodwill. 21.6 The Parties acknowledges that the name or names of either Party (the "Protected Names") are associated with and peculiar to the respective Parties and are the intellectual property of the respective Parties. Consequently, the Parties agrees that the sole and exclusive ownership of their respective Protected Names shall vest in themselves respectively. 21.7 In circumstances where a Party utilises any of the Protected Names, either on its own or in combination or association with any other name, it does so only in terms of this Agreement and with the prior approval of the other Party. On termination or expiry of this Agreement, neither Party shall not be entitled to operate or conduct any business using any of the Protected Names either on its own or in combination or association with any other name. 21.8 Within twenty (20) Business Days after the end of the Term and where a Party has operated a company utilising any of the Protected Names with the permission of the other Party, the Party utilizing the Protected Names shall either: 21.8.1 de-register the company bearing any of the Protected Names; or 21.8.2 change the name to a name not substantially similar to any of the Protected Names. 21.9 The renaming of a Party’s business operation shall be undertaken in consultation with the other Party and subject to the other Party’s approval. In circumstances where the name chosen by the former Party and approved by the other Party is not part of the other Party’s intellectual property, then the rights of the other Party contemplated in clause 21.8 shall not be applicable and the intellectual property shall be the sole property of the former Party.

INTELLECTUAL PROPERTY OF THE PARTIES. 21.1 23.1 All intellectual property rights whatsoever, whether capable of registration or not, regarding either Party’s name, trademarks, logos, image and all other intellectual property matters relating to either Party’sParties, including its name, trademarks, logos and/or image shall remain the sole property of the respective Party’s until termination of this Agreement. 21.2 23.2 Subject to existing rights and obligations and clause 21.323.3, the either Party shall, on prior written application by the requesting Party, grant a non-exclusive revocable right and licence to the requesting Party to use the granting Party’s trademarks and logos for a period not to exceed the remainder of the Term. 21.3 23.3 In order to establish and maintain standards of quality and propriety acceptable to the Buyer, in the event that the Seller desires to use the Buyer’s trademarks or logos in any way, the Seller shall first submit the concept or a sample of the proposed use to the Buyer for approval, which shall be in its sole and absolute discretion. The Buyer shall use reasonable endeavours to advise the Seller of its approval or disapproval of the concept or sample within twenty (20) Business Days of its receipt of the concept or sample. If the Buyer approves the concept or sample, the Seller shall not depart therefrom in any respect without the Buyer’s further prior written approval. 21.4 23.4 If at any time a Party revokes its approval for the specified use of any trademark or logo, the other Party shall forthwith discontinue all use of such trademark or logo and shall remove from public sale or distribution any previously approved product in respect of which the revoking Party has revoked its approval. The costs incurred by the other Party as a result of such revocation shall be borne by the that Party if the grounds for the revocation include any ground described in clause 21.523.5. 21.5 23.5 The revoking Party may revoke its approval immediately upon ten (10) Business Days written notice to the other Party if the other Party, any Contractor or any of its or its Contractors’ officers, directors or employees commits any crime or otherwise engages in conduct which violates any Law, or engages in any conduct that offends against public morals and decency and, in the revoking Party’s reasonable opinion, materially prejudices its reputation and public goodwill. 21.6 23.6 The Parties acknowledges that the name or names of either Party (the "Protected Names") are associated with and peculiar to the respective Parties and are the intellectual property of the respective Parties. Consequently, the Parties agrees that the sole and exclusive ownership of their respective Protected Names shall vest in themselves themselves, respectively. 21.7 23.7 In circumstances where a Party utilises any of the Protected Names, either on its own or in combination or association with any other name, it does so only in terms of this Agreement and with the prior approval of the other Party. On termination or expiry of this Agreement, neither Party shall not be entitled to operate or conduct any business using any of the Protected Names either on its own or in combination or association with any other name. 21.8 23.8 Within twenty (20) Business Days after the end of the Term and where a Party has operated a company utilising any of the Protected Names with the permission of the other Party, the Party utilizing the Protected Names shall either: 21.8.1 23.8.1 de-register the company bearing any of the Protected Names; or 21.8.2 23.8.2 change the name to a name not substantially similar to any of the Protected Names. 21.9 23.9 The renaming of a Party’s business operation shall be undertaken in consultation with the other Party and subject to the other Party’s approval. In circumstances where the name chosen by the former Party and approved by the other Party is not part of the other Party’s intellectual property, then the rights of the other Party contemplated in clause 21.8 23.8 shall not be applicable and the intellectual property shall be the sole property of the former Party.