New Marks. Licensee shall not adopt or use (i) the Marks with any other Source Indicator in any manner that creates or suggests a composite or combination ▇▇▇▇; (ii) any translations, transliterations, stylizations, fonts, logos or variations of the Marks; or (iii) the Marks in any new country or jurisdiction (collectively (i)-(iii), a “▇▇▇▇ Variation”), without the prior written consent of Licensor. Such consent shall not be unreasonably withheld, conditioned or delayed with respect to any ▇▇▇▇ Variation, except for any ▇▇▇▇ Variation that proposes any stylization, font, logo or variation of the ▇▇▇▇, with respect to which Licensor’s consent shall be in its sole discretion. Licensor approves all ▇▇▇▇ Variations in use as of the Effective Date. All approved ▇▇▇▇ Variations shall be deemed Marks under the Agreement, except that Licensor acquires no right, title or interest under this Agreement in any element of the ▇▇▇▇ Variations as part of the ▇▇▇▇ or standing alone, other than the “Vivint” element. Further, if Licensor adopts or uses any new translations, transliterations, stylizations, fonts, logos or variations of the Marks and notifies Licensee of same, Licensee shall (a) use commercially reasonable efforts to transition to same promptly after receipt of such notice, and (b) in any event adopt and use same within nine (9) months after receipt of any such notice, provided that (x) Licensor shall not unreasonably refuse an extension of time requested by Licensee for individual items for which the brand transition could not be reasonably completed during such time and (y) Licensee shall be free to exhaust any existing collateral that displays the prior versions of the Marks as of the notification date, is used internally and is not visible to third parties, until its replacement in the ordinary course of business.
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Sources: Trademark License Agreement, Trademark License Agreement (Vivint Solar, Inc.), Trademark License Agreement (Vivint Solar, Inc.)
New Marks. Licensee shall not adopt or use (i) the Marks with any other Source Indicator in any manner that creates or suggests a composite or combination ▇m▇▇▇; (ii) any translations, transliterations, stylizations, fonts, logos or variations of the Marks; or (iii) the Marks in any new country or jurisdiction (collectively (i)-(iii), a “▇M▇▇▇ Variation”), without the prior written consent of Licensor. Such consent shall not be unreasonably withheld, conditioned or delayed with respect to any ▇M▇▇▇ Variation, except for any ▇M▇▇▇ Variation that proposes any stylization, font, logo or variation of the ▇M▇▇▇, with respect to which Licensor’s consent shall be in its sole discretion. Licensor approves all ▇M▇▇▇ Variations in use as of the Effective Date. All approved ▇M▇▇▇ Variations shall be deemed Marks under the Agreement, except that Licensor acquires no right, title or interest under this Agreement in any element of the ▇M▇▇▇ Variations as part of the ▇M▇▇▇ or standing alone, other than the “Vivint” element. Further, if Licensor adopts or uses any new translations, transliterations, stylizations, fonts, logos or variations of the Marks and notifies Licensee of same, Licensee shall (a) use commercially reasonable efforts to transition to same promptly after receipt of such notice, and (b) in any event adopt and use same within nine (9) months after receipt of any such notice, provided that (x) Licensor shall not unreasonably refuse an extension of time requested by Licensee for individual items for which the brand transition could not be reasonably completed during such time and (y) Licensee shall be free to exhaust any existing collateral that displays the prior versions of the Marks as of the notification date, is used internally and is not visible to third parties, until its replacement in the ordinary course of business.
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