Common use of Proprietary Marks Clause in Contracts

Proprietary Marks. Franchisor's Ownership of Proprietary Marks Franchise Owner acknowledges and agrees that the Franchisor is the owner of the Proprietary Marks, and Franchise Owner's right to use the Proprietary Marks is derived solely from this Agreement and is limited to the conduct of the business by Franchise Owner pursuant to and in compliance with this Agreement and all applicable standards, specifications, and operating procedures prescribed by the Franchisor from time-to- time during the term of this Agreement. Any unauthorized use of the Proprietary Marks by Franchise Owner is a breach of this Agreement and an infringement of the rights of the Franchisor in and to the Proprietary Marks. Franchise Owner acknowledges and agrees that all usage of the Proprietary Marks by Franchise Owner and any goodwill established by Franchise Owner's use of the Proprietary Marks shall inure to the exclusive benefit of the Franchisor and that this Agreement does not confer any goodwill or other interests in or to the Proprietary Marks upon Franchise Owner. Franchise Owner shall not, at any time during the term of this Agreement, or after its termination or expiration, contest the validity or ownership of any of the Proprietary Marks or assist another person in contesting the validity or ownership of any of the Proprietary Marks. All provisions of this Agreement applicable to the Proprietary Marks apply to any additional trademarks, service marks, and commercial symbols authorized for use by and licensed to Franchise Owner by the Franchisor. Franchise Owner's Use of Proprietary Marks Franchise Owner shall not use any Proprietary ▇▇▇▇ as part of any corporate or trade name, or with any prefix, suffix, or other modifying words, terms, designs, or symbols,or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇▇▇▇▇ connection with the saleof anyunauthorized productorserviceor inany other manner not expressly authorized in writing by the Franchisor. Franchise Owner agrees to comply with all notices of trademark and/or service ▇▇▇▇ registrationsastheFranchisorspecifies and to obtainsuchfictitiousor assumed name registrations as may be required under applicable law or as requested by the Franchisor. Franchise Ownershall not useanyof the Proprietary Marksinany manner that has not beenspecified or approved by the Franchisor prior usage. Unauthorized Use of Proprietary Marks Franchise Ownershallimmediately notify the Franchisor in writingofanyapparent infringement of or challenge to Franchise Owner's use of the Proprietary Marks, which it becomes aware of, and of any claim by any person of any right in the Proprietary Marks or any similar trade name, trademark, or service markof which Franchise Owner becomes aware. Franchise Ownershall notdirectly or indirectly communicatewithanypersonother thanthe Franchisorand its counsel in connection with any such infringement, challenge, or claim. The Franchisor shall have sole discretion to take such action as it deems appropriate and shall have the right to exclusively controlanylitigation, U.S. Patentand Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringement, challengeor claim or otherwise relating to the Proprietary Marks. Franchise Owner agrees to execute any and allinstruments and documents, render suchassistance, and dosuchactsand thingsas may, in the opinion of the Franchisor's counsel, be necessary or advisable to protect and maintain the interests of the Franchisor in any such litigation, U.S. Patent and Trademark Office proceeding, or otheradministrativeproceeding or to otherwise protect and maintain the interests of the Franchisor in the Proprietary Marks.

Proprietary Marks. A. Franchisee acknowledges that Franchisor's Ownership of Proprietary Marks Franchise Owner acknowledges and agrees that the Franchisor affiliate is the owner of all right, title and interest together with all the Proprietary Marks, goodwill of the Marks and Franchise Ownerthat Franchisee's right to use the Proprietary Marks is derived solely from this Agreement and is limited to the conduct of the business by Franchise Owner Franchisee pursuant to and in compliance with this Agreement and all applicable standards, specifications, and operating procedures prescribed by the Franchisor from time-to- time to time during the term of this Agreementthe franchise. Any unauthorized use of the Proprietary Marks by Franchise Owner Franchisee is a breach of this Agreement and an infringement of the rights of the Franchisor and its affiliate in and to the Proprietary Marks. Franchise Owner Franchisee acknowledges and agrees that all usage of the Proprietary Marks by Franchise Owner Franchisee and any goodwill established by Franchise OwnerFranchisee's use of the Proprietary Marks shall inure to the exclusive benefit of the Franchisor and its affiliate and that this Agreement does not confer any goodwill or other interests in or to the Proprietary Marks upon Franchise OwnerFranchisee and its affiliate. Franchise Owner Franchisee shall not, at any time during the term of this Agreement, Agreement or after its termination or expiration, contest the validity or ownership of any of the Proprietary Marks or assist another any other person in contesting the validity or ownership of any of the Proprietary Marks. All provisions of this Agreement applicable to the Proprietary Marks apply to any additional trademarks, service marks, and commercial symbols authorized for use by and licensed to Franchise Owner Franchisee by Franchisor after the Franchisor. Franchise Owner's Use date of Proprietary Marks Franchise Owner this Agreement. B. Franchisee shall not use any Proprietary ▇▇▇▇ or portion of any of the Marks as part of any corporate or trade name, or with any prefix, suffix, or other modifying words, terms, designs, or symbols,, or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇▇▇▇▇ in any modified form. Franchisee shall not use any Marks in connection with the saleof anyunauthorized productorserviceor inany sale of any unauthorized product or service or in any other manner not expressly authorized in writing by the Franchisor. Franchise Owner agrees Franchisee shall properly attribute ownership of the Marks to comply with all Franchisor's affiliate and shall give such notices of trademark and/or and service ▇▇▇▇ registrationsastheFranchisorspecifies registrations as Franchisor specifies and to obtainsuchfictitiousor obtain such fictitious or assumed name registrations as may be required under applicable law law. C. Franchisee shall promptly notify Franchisor of any potential or as requested actual claim, demand, or cause of action known by Franchisee or which Franchisee reasonably suspects or believes may exist, based upon or arising from any attempt by any other person, firm or corporation to use the FranchisorMarks or any colorable imitation thereof. Franchise Ownershall not useanyof Franchisee shall also notify Franchisor of any action, claim or demand against Franchisee relating to the Proprietary Marksinany manner that has not beenspecified Marks within ten (10) days after Franchisee receives notice of said action, claim or approved by demand. Upon receipt of timely notice of an action, claim or demand against Franchisee relating to the Marks, Franchisor prior usageand/or its affiliate shall have the sole right to determine all matters and issues relating to the defense of said action. Unauthorized Use of Proprietary Marks Franchise Ownershallimmediately notify Franchisor and/or its affiliate shall have the Franchisor in writingofanyapparent infringement of exclusive right to challenge, oppose, contest or challenge to Franchise Ownerbring legal action against any third party regarding the third party's use of any of the Proprietary Marks and shall exercise such right in its sole discretion. In any defense or prosecution of any litigation relating to the Marks or components of the System undertaken by Franchisor and/or its affiliate, Franchisee shall cooperate with Franchisor and/or its affiliate and execute any and all documents and take all actions as may be desirable or necessary in the opinion of Franchisor's and/or its affiliate's counsel, to protect the Marks and to defend or prosecute any litigation relating to the Marks or components of the System. Both parties will make every effort consistent with the foregoing to protect, maintain, and promote the Marks as identifying the System and only the System. FRANCHISOR MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE USE, EXCLUSIVE OWNERSHIP, VALIDITY OR ENFORCEABILITY OF THE MARKS. D. If it becomes advisable at any time in Franchisor's sole discretion, for Franchisor and/or Franchisee to modify or discontinue use of any of the Marks, which it becomes aware ofand/or use one (1) or more additional or substitute trade names, trademarks, service marks, or other commercial symbols, Franchisee shall comply with Franchisor's directions within a reasonable time after notice to Franchisee by Franchisor, and of any claim by any person of any right in the Proprietary Marks or any similar trade name, trademark, or service markof which Franchise Owner becomes aware. Franchise Ownershall notdirectly or indirectly communicatewithanypersonother thanthe Franchisorand its counsel in connection with any such infringement, challenge, or claim. The Franchisor shall have sole discretion no liability or obligation whatsoever with respect to take such action as it deems appropriate Franchisee's modification or discontinuance of any ▇▇▇▇. E. In order to preserve the validity and integrity of the Marks and copyrighted materials franchised herein and to assure that Franchisee is properly employing the same in the operation of its Franchised Business, Franchisor or its agents shall have the right to exclusively controlanylitigationenter and inspect Franchisee's premises (with or without prior notice) during normal business hours and, U.S. Patentand Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringementadditionally, challengeor claim or otherwise relating shall have the right to observe the Proprietary Marks. Franchise Owner agrees manner in which Franchisee is conducting its operations, to execute any confer with Franchisee's employees and allinstruments and documents, render suchassistancecustomers, and dosuchactsand thingsas may, in to select and inspect Franchisee's merchandise to make certain that such merchandise is satisfactory and meets the opinion of the quality control provisions and performance standards established by Franchisor's counsel, be necessary or advisable to protect and maintain the interests of the Franchisor in any such litigation, U.S. Patent and Trademark Office proceeding, or otheradministrativeproceeding or to otherwise protect and maintain the interests of the Franchisor in the Proprietary Marks.

Proprietary Marks. Franchisor's Ownership of Proprietary Marks Franchise Owner 6.1 Franchisee acknowledges and agrees that the Franchisor is the owner of the Proprietary Marks, and Franchise OwnerFranchisee's right to use the Proprietary Marks is derived solely from this Agreement and is limited to the conduct of the business Franchised Business by Franchise Owner Franchisee pursuant to and in compliance with this Agreement and all applicable standards, specifications, and operating procedures prescribed by the Franchisor from time-to- time to time during the term of this Agreement. Any unauthorized use of the Proprietary Marks by Franchise Owner Franchisee is a breach of this Agreement and an infringement of the rights of the Franchisor in and to the Proprietary Marks. Franchise Owner Franchisee acknowledges and agrees that all usage of the Proprietary Marks by Franchise Owner Franchisee and any goodwill established by Franchise OwnerFranchisee's use of the Proprietary Marks shall inure to the exclusive benefit of the Franchisor and that this Agreement does not confer any goodwill or other interests in or to the Proprietary Marks upon Franchise OwnerFranchisee. Franchise Owner Franchisee shall not, at any time during the term of this Agreement, Agreement or after its termination or expiration, contest the validity or ownership of any of the Proprietary Marks or assist another any other person in contesting the validity or ownership of any of the Proprietary Marks. All provisions of this Agreement applicable to the Proprietary Marks apply to any additional trademarks, service marks, and commercial symbols authorized for use by and licensed to Franchise Owner Franchisee by Franchisor after the Franchisor. Franchise Owner's Use date of Proprietary Marks Franchise Owner this Agreement. 6.2 Franchisee shall not use any Proprietary ▇▇▇▇ or portion of any ▇▇▇▇ as part of any corporate or trade name, or with any prefix, suffix, or other modifying words, terms, designs, or symbols,, or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇in any modified form, nor may Franchisee use any ▇▇▇▇ in connection with the saleof anyunauthorized productorserviceor inany sale of any unauthorized product or service or in any other manner not expressly authorized in writing by the Franchisor. Franchise Owner agrees to comply with all Franchisee shall give such notices of trademark and/or and service ▇▇▇▇ registrationsastheFranchisorspecifies registrations as Franchisor specifies and to obtainsuchfictitiousor obtain such fictitious or assumed name registrations as may be required under applicable law or as requested by law, and at Franchisee's expense. Franchisee shall not use any of the Franchisor. Franchise Ownershall not useanyof the Proprietary Marksinany Marks in any manner that which has not beenspecified been specified or approved by the Franchisor prior usage. Unauthorized Use of Proprietary Marks Franchise Ownershallimmediately notify the Franchisor in writingofanyapparent infringement of or challenge to Franchise Owner's use of the Proprietary Marks, which it becomes aware of, and of any claim by any person of any right in the Proprietary Marks or any similar trade name, trademark, or service markof which Franchise Owner becomes aware. Franchise Ownershall notdirectly or indirectly communicatewithanypersonother thanthe Franchisorand its counsel in connection with any such infringement, challenge, or claim. The Franchisor shall have sole discretion to take such action as it deems appropriate and shall have the right to exclusively controlanylitigation, U.S. Patentand Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringement, challengeor claim or otherwise relating to the Proprietary Marks. Franchise Owner agrees to execute any and allinstruments and documents, render suchassistance, and dosuchactsand thingsas may, in the opinion of the Franchisor's counsel, be necessary or advisable to protect and maintain the interests of the Franchisor in any such litigation, U.S. Patent and Trademark Office proceeding, or otheradministrativeproceeding or to otherwise protect and maintain the interests of the Franchisor in the Proprietary Marks.

Proprietary Marks. Franchisor's Ownership of Proprietary Marks Franchise Owner A. Franchisee acknowledges and agrees that the Franchisor TA Operating is the owner and TA is a licensee of the Proprietary Marks, Marks and Franchise OwnerFranchisee's right to use the Proprietary Marks is derived solely from this Franchise Agreement and is limited to the conduct of the business by Franchise Owner Franchisee pursuant to to, and in compliance with with, this Franchise Agreement and all applicable standards, specifications, and operating procedures prescribed by the Franchisor TA from time-to- time to time during the term of this AgreementTA Franchise. Any unauthorized use of the Proprietary Marks by Franchise Owner Franchisee is a breach of this Franchise Agreement and an infringement of the rights of the Franchisor TA Operating and TA in and to the Proprietary Marks. Franchise Owner Franchisee acknowledges and agrees that all usage of the Proprietary Marks by Franchise Owner Franchisee and any goodwill established by Franchise OwnerFranchisee's use of the Proprietary Marks shall inure to the exclusive benefit of the Franchisor TA and TA Operating and that this Franchise Agreement does not confer any goodwill good will or other interests in or to the Proprietary Marks upon Franchise OwnerFranchisee. Franchise Owner Franchisee shall not, at any time during the term of this Agreement, Franchise Agreement or after its termination or expiration, contest the validity or ownership of any of the Proprietary Marks or assist another any other person in contesting the validity or ownership of any of the Proprietary Marks. All provisions of this Franchise Agreement applicable to the Proprietary Marks apply to any additional trademarks, service marks, marks and commercial symbols authorized for use by and licensed to Franchisee by TA after the date of this Franchise Owner by the Franchisor. Franchise Owner's Use of Proprietary Marks Franchise Owner Agreement. B. Franchisee shall not use any Proprietary ▇▇▇▇ the Marks as part of any corporate or trade name, name or with any prefix, suffix, or other modifying words, terms, designsdesigns or symbols or in any modified form, or symbols,or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇▇▇▇▇ nor may Franchisee use the Marks in connection with the saleof anyunauthorized productorserviceor inany sale of any unauthorized product or service or in any other manner not expressly authorized in writing by TA. In any communication in which Franchisee uses the Franchisor. Franchise Owner Marks, the Franchisee agrees to comply with all give such notices of trademark and/or and service ▇▇▇▇ registrationsastheFranchisorspecifies and registrations and/or ownership as TA specifies from time to obtainsuchfictitiousor time. Franchisee shall obtain such fictitious or assumed name registrations as TA may request and as may be required under applicable law to preserve, protect or as requested by promote the FranchisorMarks. Franchise Ownershall Franchisee shall not useanyof use the Proprietary Marksinany Marks in any manner that which has not beenspecified been specified or approved by the Franchisor prior usage. Unauthorized Use TA. C. Franchisee shall immediately notify TA in writing of Proprietary Marks Franchise Ownershallimmediately notify the Franchisor in writingofanyapparent any apparent infringement of of, or challenge to Franchise Ownerto, Franchisee's use of the Proprietary Marks, which it becomes aware of, Marks and of any claim by any person of any right rights in the Proprietary Marks or any similar trade name, trademark, service ▇▇▇▇, design or service markof logo of which Franchise Owner Franchisee becomes aware. Franchise Ownershall notdirectly Franchisee shall not directly or indirectly communicatewithanypersonother thanthe Franchisorand communicate with any person other than TA and its counsel in connection with any such alleged infringement, challenge, challenge or claim. The Franchisor TA shall have sole discretion to take such action as it deems appropriate and shall have the right to exclusively controlanylitigationcontrol any litigation, U.S. Patentand Patent and Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringementOffice proceeding or other administrative proceeding arising out of such infringement, challengeor challenge or claim or otherwise relating to the Proprietary Marks. Franchise Owner Franchisee agrees to execute any and allinstruments all instruments and documents, render suchassistance, such assistance and dosuchactsand thingsas do such acts and things as may, in the opinion of the FranchisorTA's counsel, be necessary or advisable to protect and maintain the interests of the Franchisor TA in any such litigation, U.S. Patent and Trademark Office proceeding, proceeding or otheradministrativeproceeding other administrative proceeding or to otherwise protect and maintain the interests of the Franchisor TA and TA Operating in the Proprietary Marks. D. TA agrees to indemnify Franchisee against, and to reimburse Franchisee for, all damages for which it is held liable in any proceeding in which Franchisee's use of the Marks pursuant to and in compliance with this Franchise Agreement is held to constitute trademark infringement, unfair competition or dilution and for all costs reasonably incurred by Franchisee in the defense of any such claim brought against it or in any such proceeding in which it is named as a party, provided that and has otherwise complied with this Franchise Agreement and that TA shall have the right to defend any such claim. E. If it becomes advisable at any time in TA's sole discretion for TA or Franchisee to modify or discontinue use of the Marks and/or use one or more additional or substitute trade names, trademarks, service marks or other commercial symbols, Franchisee agrees to comply with TA's directions within a reasonable time after notice to Franchisee by TA and TA shall have no liability or obligation whatsoever with respect to Franchisee's modification or discontinuance of the Marks.

Proprietary Marks. Franchisor's Ownership of Proprietary Marks Franchise Owner 6.01. Franchisee acknowledges and agrees that the Franchisor is the owner of the Proprietary Marks, and Franchise OwnerFranchisee's right to use the Proprietary Marks is derived solely from this Agreement and is limited to the conduct of the business Franchised Business by Franchise Owner Franchisee pursuant to and in compliance with this Agreement and all applicable standards, specifications, and operating procedures prescribed by the Franchisor from time-to- time to time during the term of this Agreement. Any unauthorized use of the Proprietary Marks by Franchise Owner Franchisee is a breach of this Agreement and an infringement of the rights of the Franchisor in and to the Proprietary Marks. Franchise Owner Franchisee acknowledges and agrees that all usage of the Proprietary Marks by Franchise Owner Franchisee and any goodwill established by Franchise OwnerFranchisee's use of the Proprietary Marks shall inure to the exclusive benefit of the Franchisor and that this Agreement does not confer any goodwill or other interests in or to the Proprietary Marks upon Franchise OwnerFranchisee. Franchise Owner Franchisee shall not, at any time during the term of this Agreement, Agreement or after its termination or expiration, contest the validity or ownership of any of the Proprietary Marks or assist another any other person in contesting the validity or ownership of any of the Proprietary Marks. All provisions of this Agreement applicable to the Proprietary Marks apply to any additional trademarks, service marks, and commercial symbols authorized for use by and licensed to Franchise Owner Franchisee by Franchisor after the Franchisordate of this Agreement. 6.02. Franchise Owner's Use of Proprietary Marks Franchise Owner Franchisee shall not use any Proprietary ▇▇▇▇ or portion of any ▇▇▇▇ as part of any corporate or trade name, or with any prefix, suffix, or other modifying words, terms, designs, or symbols,, or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇in any modified form, nor may Franchisee use any ▇▇▇▇ in connection with the saleof anyunauthorized productorserviceor inany sale of any unauthorized product or service or in any other manner not expressly authorized in writing by the Franchisor. Franchise Owner agrees to comply with all Franchisee shall give such notices of trademark and/or and service ▇▇▇▇ registrationsastheFranchisorspecifies registrations as Franchisor specifies and to obtainsuchfictitiousor obtain such fictitious or assumed name registrations as may be required under applicable law or as requested by law, and at Franchisee's expense. Franchisee shall not use any of the Franchisor. Franchise Ownershall not useanyof the Proprietary Marksinany Marks in any manner that which has not beenspecified been specified or approved by Franchisor. 6.03. Franchisee shall promptly notify Franchisor of any Claim based upon or arising from any attempt by any other Person to use the Marks or any colorable imitation thereof. Franchisee shall also notify Franchisor prior usageof any Claim against Franchisee relating to the Marks, within ten (10) days after Franchisee received notice of such Claim. Unauthorized Use Upon receipt of Proprietary Marks Franchise Ownershallimmediately notify timely notice of a Claim against Franchisee relating to the Marks, Franchisor in writingofanyapparent infringement of shall have the sole right to defend any such action. Franchisor shall have the exclusive right to contest or challenge to Franchise Ownerbring action against any third party regarding the third party's use of any of the Proprietary Marks, which it becomes aware of, Marks and shall exercise such right in its sole discretion. In any defense or prosecution of any claim by any person of any right in the Proprietary Marks or any similar trade name, trademark, or service markof which Franchise Owner becomes aware. Franchise Ownershall notdirectly or indirectly communicatewithanypersonother thanthe Franchisorand its counsel in connection with any such infringement, challenge, or claim. The Franchisor shall have sole discretion to take such action as it deems appropriate and shall have the right to exclusively controlanylitigation, U.S. Patentand Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringement, challengeor claim or otherwise litigation relating to the Proprietary Marks. Franchise Owner agrees to Marks undertaken by Franchisor, Franchisee shall cooperate with Franchisor and execute any and allinstruments all documents and documents, render suchassistance, and dosuchactsand thingsas may, take all actions as may be desirable or necessary in the opinion of Franchisor and/or its counsel, to carry out such defense or prosecution. Both parties will make every effort consistent with the foregoing to protect, maintain, and promote the Marks and their distinguishing characteristics. 6.04. If it becomes advisable at any time, and from time to time, in Franchisor's counselsole discretion, for Franchisor and/or Franchisee to modify or discontinue use of any ▇▇▇▇, including, but not limited to, the "TA" ▇▇▇▇, and/or use one (1) or more additional or substitute trade names, trademarks, service marks, or other commercial symbols, Franchisee shall comply with Franchisor's directions within a reasonable time after notice to Franchisee by Franchisor. Franchisee shall immediately, upon the request of Franchisor, and in any event upon termination of this Agreement, at no expense to Franchisor, discontinue and take such legal or other action as may be necessary or advisable to protect and maintain discontinue the interests use of the Franchisor in any such litigation, U.S. Patent and Trademark Office proceeding, or otheradministrativeproceeding or to otherwise protect and maintain the interests of the Franchisor in the Proprietary Marks.

Proprietary Marks. Franchisor's Ownership of Proprietary Marks Franchise Owner A. Franchisee acknowledges and agrees that the Franchisor is John ▇. ▇▇▇▇▇▇▇▇▇▇ ▇▇ the owner of the Proprietary Marks, Marks and Franchise Ownerthat Franchisee's right to use the Proprietary Marks is derived solely from this Agreement and is limited to the conduct of the business by Franchise Owner Franchisee pursuant to and in compliance with this Agreement and all applicable standards, specifications, specifications and operating procedures prescribed by the Franchisor from time-to- time to time during the term of this Agreement. Any unauthorized use of the Proprietary Marks by Franchise Owner Franchisee is a breach of this Agreement and an infringement of the rights of the Franchisor in and to the Proprietary Marks. Franchise Owner Franchisee acknowledges and agrees that all usage of the Proprietary Marks by Franchise Owner Franchisee and any goodwill established by Franchise OwnerFranchisee's use of the Proprietary Marks shall inure to the exclusive benefit of the John ▇. ▇▇▇▇▇▇▇▇▇▇ ▇▇▇ Franchisor and that this Agreement does not confer any goodwill or other interests in or to the Proprietary Marks upon Franchise OwnerFranchisee. Franchise Owner Franchisee shall not, at any time during the term of this Agreement, Agreement or after its termination or expiration, contest the validity validity, strength, enforceability or ownership of any of the Proprietary Marks or assist another any other person in contesting the validity validity, strength, enforceability or ownership of any of the Proprietary Marks. All provisions of this Agreement applicable to the Proprietary Marks apply to any additional trademarks, service marks, and commercial symbols authorized for use by and licensed to Franchise Owner by the Franchisor. Franchise Owner's Use of Proprietary Marks Franchise Owner . B. Franchisee shall not use any Proprietary ▇▇Mark ▇▇ as portion of any Mark ▇▇ part of any corporate or trade name, or with any prefix, suffix, suffix or other modifying words, terms, designsdesigns or symbols, or symbols,in any modified or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇▇▇other confusingly similar form, nor may Franchisee use any Mark ▇▇ any modification or other confusingly similar form thereof in connection with the saleof anyunauthorized productorserviceor inany sale of any unauthorized product or service or in any other manner not expressly authorized in writing by the Franchisor. Franchise Owner agrees to comply with all notices of trademark and/or service ▇▇▇▇ registrationsastheFranchisorspecifies While this Agreement is in effect, Franchisee may, however, use "PICK-UPS PLUS" as a fictitious or assumed name and to obtainsuchfictitiousor shall obtain such fictitious or assumed name registrations as may be required under applicable law or as requested by law, at Franchisee's expense. In no event, however, shall this right to use be considered a specific grant of any ownership rights in the FranchisorMarks. Franchise Ownershall Franchisee shall not useanyof use any of the Proprietary Marksinany Marks in any manner that which has not beenspecified been specified or approved by Franchisor. C. Franchisee shall promptly notify Franchisor of any claim, demand or cause of action based upon or arising from any attempt by any other person, firm or corporation to use the Marks or any confusingly similar form thereof. Franchisee shall also notify Franchisor prior usageof any action, claim or demand against Franchisee relating to the Marks within ten (10) days after Franchisee receives notice of said action, claim or demand. Unauthorized Use Upon receipt of Proprietary Marks Franchise Ownershallimmediately notify timely notice of any action, claim or demand against Franchisee relating to the Marks, Franchisor in writingofanyapparent infringement of shall have the sole right to defend any such action. Franchisor shall have the exclusive right to contest or challenge to Franchise Ownerbring action against any third party regarding the third party's use of any of the Proprietary Marks and shall exercise such right in its sole discretion. In any defense or prosecution of any litigation relating to the Marks or components of the System undertaken by Franchisor, Franchisee shall cooperate with Franchisor and execute any and all documents and take all actions as may be desirable or necessary in the opinion of Franchisor's counsel, to carry out such defense or prosecution. Both parties will make every effort consistent with the foregoing to protect, maintain and promote the Marks, which including the trade name "PICK-UPS PLUS" and its distinguishing characteristics (and the other service marks, trademarks, slogans, etc., associated with the System) as standing for the System and only the System. FRANCHISOR MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE USE, EXCLUSIVE OWNERSHIP, VALIDITY OR ENFORCEABILITY OF THE MARKS. D. If it becomes aware ofadvisable at any time in Franchisor's sole discretion, for Franchisor and/or Franchisee to modify or discontinue use of any Mark, ▇▇d/or use one or more additional or substitute trade names, trademarks, service marks or other commercial symbols, Franchisee shall comply with Franchisor's directions within a reasonable time after notice to Franchisee by Franchisor, and of any claim by any person of any right in the Proprietary Marks or any similar trade name, trademark, or service markof which Franchise Owner becomes aware. Franchise Ownershall notdirectly or indirectly communicatewithanypersonother thanthe Franchisorand its counsel in connection with any such infringement, challenge, or claim. The Franchisor shall have sole discretion no liability or obligation whatsoever with respect to take such action as it deems appropriate Franchisee's modification or discontinuance of any Mark. E. In order to preserve the validity and integrity of the Marks and copyrighted materials licensed herein and to ensure that Franchisee is properly employing the same in the operation of its Franchised Business, Franchisor or its agents shall have the right of entry and inspection of the Premises at all reasonable times and, additionally, shall have the right to exclusively controlanylitigationobserve the manner in which Franchisee is rendering its PICK-UPS PLUS services and conducting its operations, U.S. Patentand Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringementto confer with Franchisee's employees and customers, challengeor claim and, at Franchisee's expense, to select or otherwise relating request Franchisee to provide samples of products, inventory, equipment, advertising and other items, materials and supplies for inspection and evaluation purposes to make certain that the Proprietary Marks. Franchise Owner agrees to execute any services, products, inventory, materials, supplies, equipment and allinstruments operations are satisfactory and documents, render suchassistance, meet the quality control provisions and dosuchactsand thingsas may, in the opinion of the performance standards established by Franchisor's counsel, be necessary or advisable to protect and maintain the interests of the Franchisor in any such litigation, U.S. Patent and Trademark Office proceeding, or otheradministrativeproceeding or to otherwise protect and maintain the interests of the Franchisor in the Proprietary Marks.

Proprietary Marks. Franchisor's Ownership of Proprietary Marks Franchise Owner acknowledges and agrees 11.1 The Franchisor warrants that the Franchisor it is the owner of the Proprietary Marks, and Franchise Owner's right entitled to use license the Proprietary Marks is derived solely from this Agreement to be utilised in the System throughout the Term and is limited to that the conduct of the business by Franchise Owner pursuant to and in compliance with this Agreement and all applicable standards, specifications, and operating procedures prescribed by the Franchisor from time-to- time during the term of this Agreement. Any unauthorized use of the Proprietary Marks by Franchise Owner is a breach of this Agreement and the Franchisee in the Territory will not constitute an infringement of the rights of any third party and will fully and effectively indemnify the Franchisee for and against all loss, damage, costs, claims and expenses arising out of any such infringement. 11.2 The Franchisee shall at the Franchisor's expense render to the Franchisor all reasonable assistance to enable the Franchisor to obtain registration in and to any part of the world of any of the Proprietary Marks. Franchise Owner acknowledges and agrees that all usage In no circumstances will the Franchisee apply for registration as proprietor or interfere with in any manner or attempt to prohibit the use of any of the Proprietary Marks in any part of the world but if at the time the Franchisor desires to apply for registration and has so applied, the Franchisee is deemed in law also to be the proprietor of any trade ▇▇▇▇ or if for any other reason the Franchisor shall so request, the Franchisee shall at the Franchisor's expense make in its own name or jointly with the Franchisor and proceed with such application as the Franchisor may direct and do all such acts and things and execute all such documents necessary for obtaining such registration and thereupon the Franchisee shall assign such registration and all other rights in such trade ▇▇▇▇ to the Franchisor. 11.3 The Franchisee acknowledges that the goodwill and all other rights in and associated with the Proprietary Marks vest absolutely in the Franchisor and that it is the intention of the parties that all such rights will at all times hereafter and for all purposes remain vested in the Franchisor and in the event that any such rights at any time accrue to the Franchisee by Franchise Owner operation of law or howsoever otherwise the Franchisee will at its own expense forthwith on demand do all such acts and things and execute all such documents as the Franchisor shall deem necessary to vest such rights absolutely in the Franchisor. 11.4 In the event that a registration is obtained for any goodwill established by Franchise Owner's use of the Proprietary Marks shall inure subsequent to the exclusive benefit date hereof, the Franchisee shall be entitled to such like rights under such registration as are granted by this Agreement in respect of the other registered trade marks comprised at the date hereof in the Proprietary Marks, and shall be entitled to and at the request of the Franchisor shall enter into a registered user agreement in a form prescribed by the Franchisor in respect thereof. 11.5 The Franchisee will notify the Franchisor forthwith of any and that this Agreement does not confer any goodwill or other interests in or all circumstances coming to the Proprietary Marks upon Franchise Owner. Franchise Owner shall notattention of the Franchisee, at any time during the term of this Agreementits directors, or after its termination or expiration, contest the validity or ownership agents and employees which may constitute an infringement of any of the Proprietary Marks or assist another any suspected passing off by any unauthorised person and shall take such reasonable action in contesting connection therewith as the validity or ownership Franchisor may direct at the expense of the Franchisor. 11.6 The Franchisee shall take such action in relation to the use of any of the Proprietary Marks. All provisions of this Agreement applicable Marks in the Business as the Franchisor may from time to time direct in order to make clear that the Proprietary Marks apply to any additional trademarks, service marks, and commercial symbols authorized for use by and licensed to Franchise Owner by are the Franchisor. Franchise Owner's Use subject of Proprietary Marks Franchise Owner shall not use any Proprietary patent copyright or trade ▇▇▇▇ as part of any corporate or trade name, or with any prefix, suffix, or other modifying words, terms, designs, or symbols,or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇▇▇▇▇ connection with the saleof anyunauthorized productorserviceor inany other manner not expressly authorized in writing by the Franchisor. Franchise Owner agrees to comply with all notices of trademark and/or service ▇▇▇▇ registrationsastheFranchisorspecifies and to obtainsuchfictitiousor assumed name registrations as may be required under applicable law or as requested by the Franchisor. Franchise Ownershall not useanyof the Proprietary Marksinany manner that has not beenspecified or approved by the Franchisor prior usage. Unauthorized Use of Proprietary Marks Franchise Ownershallimmediately notify the Franchisor in writingofanyapparent infringement of or challenge to Franchise Owner's use of the Proprietary Marks, which it becomes aware of, and of any claim by any person of any right in the Proprietary Marks or any similar trade name, trademark, or service markof which Franchise Owner becomes aware. Franchise Ownershall notdirectly or indirectly communicatewithanypersonother thanthe Franchisorand its counsel in connection with any such infringement, challenge, or claim. The Franchisor shall have sole discretion to take such action as it deems appropriate and shall have the right to exclusively controlanylitigation, U.S. Patentand Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringement, challengeor claim or otherwise relating to the Proprietary Marks. Franchise Owner agrees to execute any and allinstruments and documents, render suchassistance, and dosuchactsand thingsas may, in the opinion of the Franchisor's counsel, be necessary or advisable to protect and maintain the interests of the Franchisor in any such litigation, U.S. Patent and Trademark Office proceeding, or otheradministrativeproceeding or to otherwise protect and maintain the interests of the Franchisor in the Proprietary Marksprotection.

Proprietary Marks. Franchisor's Ownership of Proprietary Marks Franchise Owner acknowledges and agrees that After the Franchisor is the owner of the Proprietary Marks, and Franchise Owner's right to use the Proprietary Marks is derived solely from this Agreement and is limited to the conduct of the business by Franchise Owner pursuant to and in compliance with this Agreement and all applicable standards, specifications, and operating procedures prescribed by the Franchisor from time-to- time during the term of this Agreement. Any unauthorized use of the Proprietary Marks by Franchise Owner is a breach of this Agreement and an infringement of the rights of the Franchisor in and to the Proprietary Marks. Franchise Owner acknowledges and agrees that all usage of the Proprietary Marks by Franchise Owner and any goodwill established by Franchise Owner's use of the Proprietary Marks shall inure to the exclusive benefit of the Franchisor and that this Agreement does not confer any goodwill termination or other interests in or to the Proprietary Marks upon Franchise Owner. Franchise Owner shall not, at any time during the term expiration of this Agreement, Franchisee shall: (a) not directly or after its termination indirectly at any time or expirationin any manner identify itself or any business as a current or former Franchised Restaurant operator, contest the validity or ownership as a franchisee or licensee of or as otherwise associated with Franchisor (other than under other franchise agreements with Franchisor), or use any Proprietary Marks, any colorable imitation thereof, or other indicia of the a Franchise in any manner or for any purpose, or utilize for any purpose any trade name, trade or service mark or other commercial symbol t▇▇▇ suggests or indicates a connection or association with Franchisor; (b) remove all signs, sign faces, and return to Franchisor or destroy all marketing materials, menus, and other materials containing any Proprietary Marks or assist another person in contesting the validity otherwise identifying or ownership relating to a Franchise; (c) remove all Proprietary Marks affixed to uniforms; (d) take such action as may be required to cancel all fictitious or assumed name or equivalent registrations relating to Franchisee's use of any of the Proprietary Marks. All provisions ; (e) within five (5) days of termination or expiration of this Agreement applicable Agreement, notify the telephone company, all listing agencies, and all Internet service providers of the termination or expiration of Franchisee's right to use any telephone number and any regular, classified or other telephone directory listings associated with any of the Proprietary Marks apply and authorize transfer of same to the Franchisor or any additional trademarks, service marks, and commercial symbols authorized for use by and licensed to Franchise Owner new Franchisee as may be directed by the Franchisor. Franchise Owner's Use of Proprietary Marks Franchise Owner shall not use any Proprietary ▇▇▇▇ Franchisee acknowledges that as part of any corporate or trade namebetween Franchisor and Franchisee, or Franchisor has the sole right to and interest in all telephone numbers, directory listings, and web addresses used to promote the Franchised Restaurant and/or associated with any prefix, suffix, or other modifying words, terms, designs, or symbols,or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇▇▇▇▇ connection with the saleof anyunauthorized productorserviceor inany other manner not expressly authorized in writing by the Franchisor. Franchise Owner agrees to comply with all notices of trademark and/or service ▇▇▇▇ registrationsastheFranchisorspecifies and to obtainsuchfictitiousor assumed name registrations as may be required under applicable law or as requested by the Franchisor. Franchise Ownershall not useanyof the Proprietary Marksinany manner that has not beenspecified or approved by the Franchisor prior usage. Unauthorized Use of Proprietary Marks Franchise Ownershallimmediately notify the Franchisor in writingofanyapparent infringement of or challenge to Franchise Owner's use of the Proprietary Marks. Franchisee authorizes Franchisor, and hereby irrevocably appoints Franchisor and any officer of Franchisor, with full power of substitution, as its true and lawful attorney-in-fact, which it becomes aware ofappointment is coupled with an interest, and of any claim by any person of any right in the Proprietary Marks should Franchisee fail or any similar trade namerefuse to do so, trademark, or service markof which Franchise Owner becomes aware. Franchise Ownershall notdirectly or indirectly communicatewithanypersonother thanthe Franchisorand its counsel in connection with any such infringement, challenge, or claim. The Franchisor shall have sole discretion to take such action as it deems appropriate and shall have the right to exclusively controlanylitigation, U.S. Patentand Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringement, challengeor claim or otherwise relating to the Proprietary Marks. Franchise Owner agrees to execute any such directions and allinstruments and documents, render suchassistance, and dosuchactsand thingsas may, in the opinion of the Franchisor's counsel, authorizations as may be necessary or advisable productive to protect and maintain accomplish the interests foregoing. Such appointment is evidenced by Attachment 2; and (f) furnish to Franchisor, within thirty (30) days after the effective date of termination or expiration, evidence satisfactory to Franchisor of Franchisee's compliance with the Franchisor in any such litigation, U.S. Patent and Trademark Office proceeding, or otheradministrativeproceeding or to otherwise protect and maintain the interests of the Franchisor in the Proprietary Marksforegoing obligations.

Proprietary Marks. A. Franchisee acknowledges that Franchisor's Ownership of Proprietary Marks Franchise Owner acknowledges and agrees that the Franchisor affiliate is the owner of all right, title and interest together with all the Proprietary Marks, goodwill of the Marks and Franchise Ownerthat Franchisee's right to use the Proprietary Marks is derived solely from this Agreement and is limited to the conduct of the business by Franchise Owner Franchisee pursuant to and in compliance with this Agreement and all applicable standards, specifications, and operating procedures prescribed by the Franchisor from time-to- time to time during the term of this Agreementthe franchise. Any unauthorized use of the Proprietary Marks by Franchise Owner Franchisee is a breach of this Agreement and an infringement of the rights of the Franchisor and its affiliate in and to the Proprietary Marks. Franchise Owner Franchisee acknowledges and agrees that all usage of the Proprietary Marks by Franchise Owner Franchisee and any goodwill established by Franchise OwnerFranchisee's use of the Proprietary Marks shall inure to the exclusive benefit of the Franchisor and its affiliate and that this Agreement does not confer any goodwill or other interests in or to the Proprietary Marks upon Franchise OwnerFranchisee and its affiliate. Franchise Owner Franchisee shall not, at any time during the term of this Agreement, Agreement or after its termination or expiration, contest the validity or ownership of any of the Proprietary Marks or assist another any other person in contesting the validity or ownership of any of the Proprietary Marks. All provisions of this Agreement applicable to the Proprietary Marks apply to any additional trademarks, service marks, and commercial symbols authorized for use by and licensed to Franchise Owner Franchisee by Franchisor after the Franchisor. Franchise Owner's Use date of Proprietary Marks Franchise Owner this Agreement. B. Franchisee shall not use any Proprietary Mark or portion of any of th▇ ▇▇▇▇ rks as part of any corporate or trade name, or with any prefix, suffix, or other modifying words, terms, designs, or symbols,, or inanymodifiedform,normay FranchiseOwneruseany Proprietary ▇▇▇▇▇▇ in any modified form. Franchisee shall not use any Marks in connection with the saleof anyunauthorized productorserviceor inany sale of any unauthorized product or service or in any other manner not expressly authorized in writing by the Franchisor. Franchise Owner agrees Franchisee shall properly attribute ownership of the Marks to comply with all Franchisor's affiliate and shall give such notices of trademark and/or and service mark registrations as Franch▇▇▇▇ registrationsastheFranchisorspecifies specifies and to obtainsuchfictitiousor obtain such fictitious or assumed name registrations as may be required under applicable law law. C. Franchisee shall promptly notify Franchisor of any potential or as requested actual claim, demand, or cause of action known by Franchisee or which Franchisee reasonably suspects or believes may exist, based upon or arising from any attempt by any other person, firm or corporation to use the FranchisorMarks or any colorable imitation thereof. Franchise Ownershall not useanyof Franchisee shall also notify Franchisor of any action, claim or demand against Franchisee relating to the Proprietary Marksinany manner that has not beenspecified Marks within ten (10) days after Franchisee receives notice of said action, claim or approved by demand. Upon receipt of timely notice of an action, claim or demand against Franchisee relating to the Marks, Franchisor prior usageand/or its affiliate shall have the sole right to determine all matters and issues relating to the defense of said action. Unauthorized Use of Proprietary Marks Franchise Ownershallimmediately notify Franchisor and/or its affiliate shall have the Franchisor in writingofanyapparent infringement of exclusive right to challenge, oppose, contest or challenge to Franchise Ownerbring legal action against any third party regarding the third party's use of any of the Proprietary Marks and shall exercise such right in its sole discretion. In any defense or prosecution of any litigation relating to the Marks or components of the System undertaken by Franchisor and/or its affiliate, Franchisee shall cooperate with Franchisor and/or its affiliate and execute any and all documents and take all actions as may be desirable or necessary in the opinion of Franchisor's and/or its affiliate's counsel, to protect the Marks and to defend or prosecute any litigation relating to the Marks or components of the System. Both parties will make every effort consistent with the foregoing to protect, maintain, and promote the Marks as identifying the System and only the System. FRANCHISOR MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE USE, EXCLUSIVE OWNERSHIP, VALIDITY OR ENFORCEABILITY OF THE MARKS. D. If it becomes advisable at any time in Franchisor's sole discretion, for Franchisor and/or Franchisee to modify or discontinue use of any of the Marks, which it becomes aware ofand/or use one (1) or more additional or substitute trade names, trademarks, service marks, or other commercial symbols, Franchisee shall comply with Franchisor's directions within a reasonable time after notice to Franchisee by Franchisor, and of any claim by any person of any right in the Proprietary Marks or any similar trade name, trademark, or service markof which Franchise Owner becomes aware. Franchise Ownershall notdirectly or indirectly communicatewithanypersonother thanthe Franchisorand its counsel in connection with any such infringement, challenge, or claim. The Franchisor shall have sole discretion no liability or obligation whatsoever with respect to take such action as it deems appropriate Franchisee's modification or discontinuance of any Mark. E. In order ▇▇ ▇reserve the validity and integrity of the Marks and copyrighted materials franchised herein and to assure that Franchisee is properly employing the same in the operation of its Franchised Business, Franchisor or its agents shall have the right to exclusively controlanylitigationenter and inspect Franchisee's premises (with or without prior notice) during normal business hours and, U.S. Patentand Trademark Officeproceedingor otheradministrativeproceedingarisingoutofsuchinfringementadditionally, challengeor claim or otherwise relating shall have the right to observe the Proprietary Marks. Franchise Owner agrees manner in which Franchisee is conducting its operations, to execute any confer with Franchisee's employees and allinstruments and documents, render suchassistancecustomers, and dosuchactsand thingsas may, in to select and inspect Franchisee's merchandise to make certain that such merchandise is satisfactory and meets the opinion of the quality control provisions and performance standards established by Franchisor's counsel, be necessary or advisable to protect and maintain the interests of the Franchisor in any such litigation, U.S. Patent and Trademark Office proceeding, or otheradministrativeproceeding or to otherwise protect and maintain the interests of the Franchisor in the Proprietary Marks.