Common use of Use of Marks Clause in Contracts

Use of Marks. With respect to Licensee’s licensed use of the Proprietary Marks pursuant to this Agreement, Licensee agrees that: (a) Licensee shall use only the Proprietary Marks designated by SONIC and shall use them only in the manner authorized and permitted by SONIC. (b) Licensee shall use the Proprietary Marks only for the operation of the Sonic Restaurant. (c) During the term of this Agreement and any renewal hereof, Licensee shall identify itself as the owner of the Sonic Restaurant in conjunction with any use of the Proprietary Marks, including, but not limited to, invoices, order forms, receipts, and contracts, as well as at such conspicuous locations on the premises of the Sonic Restaurant as SONIC shall designate in writing. The identification shall be in the form which specifies Licensee’s name, followed by the term “Licensed Proprietor”, or such other identification as shall be approved by SONIC. (d) Licensee’s rights to use the Proprietary Marks is limited to such uses as are authorized under this Agreement, and any unauthorized use thereof shall constitute an infringement of SONIC’s rights. (e) Licensee shall not use the Proprietary Marks to incur any obligation or indebtedness on behalf of SONIC. (f) Licensee shall not use the Proprietary Marks as part of its corporate or other legal name if not already in existence prior to the effective date of this Agreement. (g) Licensee shall comply with SONIC’s instructions in filing and maintaining the requisite trade name or fictitious name registrations, and shall execute any documents deemed necessary by SONIC or its counsel to obtain protection for the Proprietary Marks or to maintain their continued validity and enforceability. (h) In the event that litigation involving the Proprietary Marks is instituted or threatened against Licensee, Licensee shall promptly notify SONIC and shall cooperate fully in defending or settling such litigation.

Use of Marks. With Subject to the terms hereof, Kitov hereby grants Coeptis a limited, nontransferable and royalty-free license to use Kitov’s trade names, trademarks, logos and service marks listed in Exhibit C, as may be amended from time to time by Kitov in accordance with the terms hereof by written notice to Coeptis (hereinafter referred to as the “Marks”) and associated goodwill only during the Term (as defined below) and solely for display, advertising and other marketing and promotional purposes in connection with selling and distributing Products in accordance with this Agreement in the Territory. Coeptis shall not register any Marks or derivatives thereof without first giving Kitov the opportunity to register same for itself (in which case any such newly registered ▇▇▇▇ shall be automatically included in the license under this Agreement), and Coeptis will follow all reasonable written instructions from Kitov with respect to Licensee’s licensed use of the Proprietary Marks pursuant Marks. Kitov reserves the right to this Agreement, Licensee agrees that: (a) Licensee shall add to the use only the Proprietary Marks designated by SONIC and shall use them only in the manner authorized and permitted by SONIC. (b) Licensee shall use the Proprietary Marks only for the operation of the Sonic Restaurant. (c) During Marks, on a selective or general basis, at any time, by providing written notice to Coeptis. For the term avoidance of this Agreement and any renewal hereofdoubt, Licensee shall identify itself as the owner of the Sonic Restaurant in conjunction with any use of Kitov materials or the Proprietary MarksKitov name on the internet, includingother than in the normal course of business, but not limited to, invoices, order forms, receiptsshall be subject to the prior written approval of Kitov, and contractsCoeptis acknowledges and agrees that all right, title and interest in and to the foregoing shall vest exclusively in Kitov. Coeptis agrees that Kitov may register Coeptis as well as at such conspicuous locations on the premises an authorized user of the Sonic Restaurant as SONIC shall designate in writing. The identification shall be in the form which specifies Licensee’s name, followed by the term “Licensed Proprietor”, or such other identification as shall be approved by SONIC. (d) Licensee’s rights to use the Proprietary Marks is limited to such uses as are authorized under this Agreement, and any unauthorized use thereof shall constitute an infringement of SONIC’s rights. (e) Licensee shall not use the Proprietary Marks to incur any obligation or indebtedness on behalf of SONIC. (f) Licensee shall not use the Proprietary Marks as part of its corporate or other legal name if not already in existence prior to the effective date of this Agreement. (g) Licensee shall comply with SONIC’s instructions in filing and maintaining the requisite trade name or fictitious name registrations, and shall execute any documents deemed necessary by SONIC or its counsel to obtain protection for the Proprietary Marks or to maintain their continued validity and enforceability. (h) In the event that litigation involving the Proprietary Marks is instituted or threatened against Licensee, Licensee shall promptly notify SONIC and shall cooperate fully with Kitov in defending or settling such litigationrespect upon request. Kitov covenants and agrees that (i) all trade names, trademarks, logos and service marks under which the Products may be marketed and sold shall be included on Exhibit C, and (ii) all Products sold to Coeptis shall be delivered in packaging consistent with the Marks and as otherwise reasonably acceptable to Coeptis.

Use of Marks. With respect to Licensee’s licensed use of the Proprietary Marks pursuant to this Agreement, Licensee agrees that: (a) Licensee The Parties currently contemplate that Partner branding may appear in some fashion on or in Subscriber bills, reports, correspondence and related materials (collectively referred to as “Billing Materials”). Each Party acknowledges the other Party’s Trademark Rights in and to their respective Trademarks (collectively referred to as “Marks”). Nothing in this Agreement shall use only be construed to grant either Party any license to or rights in or to the Proprietary Marks designated by SONIC and shall use them only other Party’s Marks, except as set forth in the manner authorized and permitted by SONICSection 4.2(b) below. (b) Licensee WRMT hereby grants to Partner a non-exclusive, terminable right to use WRMT’s Trademarks solely with respect to Partner's marketing, advertising and distributing of the Products and Services in accordance with the terms of this Agreement, included in Schedule B attached hereto and incorporated herein. Partner shall use the Proprietary WRMT specific Trademark(s) (designated as “WRMT Marks”) according to the artwork standards and other requirements, which have been delivered, to Partner from WRMT, or as otherwise mutually agreed to between the Parties from time to time. WRMT shall be responsible for determining the artwork and communication standards related to the use of its WRMT Marks, which standards are attached hereto or shall have been delivered to Partner, as required, prior to the use of such Marks. WRMT shall have the right to comment on the use of its Marks only for and Partner shall take reasonable steps to modify the operation WRMT Marks as requested by WRMT. Partner shall have no right to use any WRMT Marks without the advance written consent of the Sonic RestaurantWRMT. (c) During the term The use of this Agreement and any renewal hereof, Licensee each Party’s Marks shall identify itself as the owner of the Sonic Restaurant in conjunction comply with any local laws or customs. Any goodwill generated by use of the Proprietary Marks, including, but not limited to, invoices, order forms, receipts, and contracts, as well as at such conspicuous locations on Partner ▇▇▇▇▇ shall accrue to the premises sole benefit of Partner. Any goodwill generated by use of the Sonic Restaurant as SONIC WRMT Marks shall designate accrue to the sole benefit of WRMT. Neither Party nor its subsidiaries, nor its successors in writing. The identification interest, shall be in the form which specifies Licensee’s name(or shall cause others to) challenge, followed by the term “Licensed Proprietor”file suit or initiate proceedings, or contest in any other manner the other Party’s ownership rights or rights to use, or allow its subsidiaries to use such other identification as shall be approved by SONICParty’s Marks to identify any goods of such Party and its subsidiaries. (d) Licensee’s rights to The owner or licensor of the Marks may discontinue the use the Proprietary of any or all of its Marks is limited to such uses as are authorized under at its sole option. Upon termination of this Agreement, Partner will purge the WRMT Trademarks from all materials, letterheads, signs and any unauthorized other media in which Partner displayed such Trademarks, and thereafter, neither Partner nor any parent, subsidiary or affiliate shall use thereof shall constitute an infringement of SONIC’s rightseither the WRMT Trademarks or like sounding or appearing names or marks in any fashion, anywhere. (e) Licensee shall not use Except as otherwise permitted herein, neither Party will use, or permit their respective employees, agents and subcontractors to use, the Proprietary Marks to incur any obligation of the other Party, or indebtedness on behalf of SONICthe other Party’s affiliates, whether registered or unregistered, without such Party’s prior written consent. (f) Licensee shall not use Each Party hereby agrees to indemnify, defend and hold harmless the Proprietary Marks as part other Party and all of its corporate officers, directors, employees, shareholders, consultants and third-party contractors from any liabilities as incurred by them as a result of any claim, statutory or at common law, arising from or related to any alleged infringement by the other legal name if not already in existence prior Party, including without limitation any alleged contributory infringement, as a result of the other Party’s use of Trademarks or artwork provided to the effective date of other Party in connection with this Agreement. (g) Licensee shall comply with SONIC’s instructions in filing and maintaining the requisite trade name or fictitious name registrations, and shall execute any documents deemed necessary by SONIC or its counsel to obtain protection for the Proprietary Marks or to maintain their continued validity and enforceability. (h) In the event that litigation involving the Proprietary Marks is instituted or threatened against Licensee, Licensee shall promptly notify SONIC and shall cooperate fully in defending or settling such litigation.

Use of Marks. With respect Notwithstanding any other provision, no interest in or right to Licenseeuse the name “INTEL” or any derivation thereof or any other Trademarks, service marks or tradenames of Intel, other than the Intel Transferred Trademarks, (the “Intel Retained Marks”) is being transferred or otherwise licensed to Holdings or any of its Subsidiaries pursuant to the transactions contemplated by this Agreement. Holdings agrees not to, and to cause its Subsidiaries not to, use any materials bearing Intel Retained Marks or sell, transfer or ship any products bearing Intel Retained Marks (a) unless requested to do so by Intel, (b) except to the extent displayed on the hardcopy (non-electronic) form of such materials delivered to Holdings or a Subsidiary of Holdings at the Closing, (c) except as required under Intel Transferred Contracts with customers or (d) except on Intel Transferred Inventory, product instructions, labeling, containers, data sheets, specifications and any similar materials directly related to the Intel Transferred Inventory in existence as of the Closing Date. Further, (i) dies manufactured by or for Holdings or any of its Subsidiaries using mask sets included in the Intel Transferred Assets may bear Intel Retained Marks only to the extent that it is not commercially reasonable to manufacture dies using such mask sets that do not bear such Intel Retained Marks, and (ii) Holdings and its Subsidiaries may include the block “I” trademark (the “Block “I” Trademark”) on the packaging of any product that has been or will be marked with the Block “I” Trademark by Intel prior to the termination of the Intel Transition Services Agreement and product instructions, labeling, containers, data sheets, specifications, JEDEC codes, and any other materials directly related to such products. The foregoing rights are subject to Intel’s licensed standard Trademark usage guidelines, a copy of which has been provided to Holdings and Numonyx, to any applicable provisions of the Intel Transition Services Agreement, and to any applicable provisions of the Intel Intellectual Property Agreement, and Intel reserves the right to practice quality control with regard to its marks and any products or services marketed or sold thereunder. Holdings shall, and shall cause its Subsidiaries to, comply with any reasonable instructions of which it is notified by Intel relating to Intel’s exercising of such quality control rights. Upon the expiration of the foregoing license, all materials bearing any Intel Retained M▇▇▇ in the possession or control of Holdings or any of its Subsidiaries or any of their agents shall be promptly destroyed. Prior to any distribution of any materials bearing Intel Retained Marks, Holdings shall, and shall cause its Subsidiaries to, use commercially reasonable efforts to redact or modify such materials in order to minimize or eliminate the use of the Proprietary Marks pursuant to this Agreement, Licensee agrees that: (a) Licensee shall use only the Proprietary Marks designated by SONIC and shall use them only in the manner authorized and permitted by SONICIntel Retained Marks. (b) Licensee shall use the Proprietary Marks only for the operation of the Sonic Restaurant. (c) During the term of this Agreement and any renewal hereof, Licensee shall identify itself as the owner of the Sonic Restaurant in conjunction with any use of the Proprietary Marks, including, but not limited to, invoices, order forms, receipts, and contracts, as well as at such conspicuous locations on the premises of the Sonic Restaurant as SONIC shall designate in writing. The identification shall be in the form which specifies Licensee’s name, followed by the term “Licensed Proprietor”, or such other identification as shall be approved by SONIC. (d) Licensee’s rights to use the Proprietary Marks is limited to such uses as are authorized under this Agreement, and any unauthorized use thereof shall constitute an infringement of SONIC’s rights. (e) Licensee shall not use the Proprietary Marks to incur any obligation or indebtedness on behalf of SONIC. (f) Licensee shall not use the Proprietary Marks as part of its corporate or other legal name if not already in existence prior to the effective date of this Agreement. (g) Licensee shall comply with SONIC’s instructions in filing and maintaining the requisite trade name or fictitious name registrations, and shall execute any documents deemed necessary by SONIC or its counsel to obtain protection for the Proprietary Marks or to maintain their continued validity and enforceability. (h) In the event that litigation involving the Proprietary Marks is instituted or threatened against Licensee, Licensee shall promptly notify SONIC and shall cooperate fully in defending or settling such litigation.

Use of Marks. With respect to Licensee’s licensed use of the Proprietary Marks pursuant to this Agreement, Licensee agrees that: (a) Licensee The Parties currently contemplate that Partner branding may appear in some fashion on or in Subscriber bills, reports, correspondence and related materials (collectively referred to as “Billing Materials”). Each Party acknowledges the other Party’s Trademark Rights in and to their respective Trademarks (collectively referred to as “Marks”). Nothing in this Agreement shall use only be construed to grant either Party any license to or rights in or to the Proprietary Marks designated by SONIC and shall use them only other Party’s Marks, except as set forth in the manner authorized and permitted by SONICSection 4.2(b) below. (b) Licensee WRMT hereby grants to Partner a non-exclusive, terminable right to use WRMT’s Trademarks solely with respect to Partner’s marketing, advertising and distributing of the Products and Services in accordance with the terms of this Agreement, included in Schedule B attached hereto and incorporated herein. Partner shall use the Proprietary WRMT specific Trademark(s) (designated as “WRMT Marks”) according to the artwork standards and other requirements, which have been delivered, to Partner from WRMT, or as otherwise mutually agreed to between the Parties from time to time. WRMT shall be responsible for determining the artwork and communication standards related to the use of its WRMT Marks, which standards are attached hereto or shall have been delivered to Partner, as required, prior to the use of such Marks. WRMT shall have the right to comment on the use of its Marks only for and Partner shall take reasonable steps to modify the operation WRMT Marks as requested by WRMT. Partner shall have no right to use any WRMT Marks without the advance written consent of the Sonic RestaurantWRMT. (c) During the term The use of this Agreement and any renewal hereof, Licensee each Party’s Marks shall identify itself as the owner of the Sonic Restaurant in conjunction comply with any local laws or customs. Any goodwill generated by use of the Proprietary Marks, including, but not limited to, invoices, order forms, receipts, and contracts, as well as at such conspicuous locations on Partner Marks shall accrue to the premises sole benefit of Partner. Any goodwill generated by use of the Sonic Restaurant as SONIC WRMT Marks shall designate accrue to the sole benefit of WRMT. Neither Party nor its subsidiaries, nor its successors in writing. The identification interest, shall be in the form which specifies Licensee’s name(or shall cause others to) challenge, followed by the term “Licensed Proprietor”file suit or initiate proceedings, or contest in any other manner the other Party’s ownership rights or rights to use, or allow its subsidiaries to use such other identification as shall be approved by SONICParty’s Marks to identify any goods of such Party and its subsidiaries. (d) Licensee’s rights to The owner or licensor of the Marks may discontinue the use the Proprietary of any or all of its Marks is limited to such uses as are authorized under at its sole option. Upon termination of this Agreement, Partner will purge the WRMT Trademarks from all materials, letterheads, signs and any unauthorized other media in which Partner displayed such Trademarks, and thereafter, neither Partner nor any parent, subsidiary or affiliate shall use thereof shall constitute an infringement of SONIC’s rightseither the WRMT Trademarks or like sounding or appearing names or marks in any fashion, anywhere. (e) Licensee shall not use Except as otherwise permitted herein, neither Party will use, or permit their respective employees, agents and subcontractors to use, the Proprietary Marks to incur any obligation of the other Party, or indebtedness on behalf of SONICthe other Party’s affiliates, whether registered or unregistered, without such Party’s prior written consent. (f) Licensee shall not use Each Party hereby agrees to indemnify, defend and hold harmless the Proprietary Marks as part other Party and all of its corporate officers, directors, employees, shareholders, consultants and third-party contractors from any liabilities as incurred by them as a result of any claim, statutory or at common law, arising from or related to any alleged infringement by the other legal name if not already in existence prior Party, including without limitation any alleged contributory infringement, as a result of the other Party’s use of Trademarks or artwork provided to the effective date of other Party in connection with this Agreement. (g) Licensee shall comply with SONIC’s instructions in filing and maintaining the requisite trade name or fictitious name registrations, and shall execute any documents deemed necessary by SONIC or its counsel to obtain protection for the Proprietary Marks or to maintain their continued validity and enforceability. (h) In the event that litigation involving the Proprietary Marks is instituted or threatened against Licensee, Licensee shall promptly notify SONIC and shall cooperate fully in defending or settling such litigation.

Use of Marks. With respect 8.1 So long as the Franchisee continues to Licensee’s licensed use of operate the Proprietary Marks pursuant to this Agreement, Licensee agrees that: (a) Licensee shall use only the Proprietary Marks designated by SONIC Franchised Business and shall use them only is not in the manner authorized and permitted by SONIC. (b) Licensee shall use the Proprietary Marks only for the operation of the Sonic Restaurant. (c) During the term breach of this Agreement and any renewal hereofsubject to the provisions of this Section, Licensee shall identify itself the Franchisee will have the right to use and display the Marks in the conduct of the Franchised Business. 8.2 The Franchisee will operate the Franchised Business utilizing the Marks in accordance with Franchisor’s applicable Policies and Procedures issued from time to time. 8.3 The Franchisee will use the Marks only in connection with the Franchised Business and for no other purpose. All renderings of the Marks will be accompanied by a notice indicating the ownership of the Marks by the Franchisor, in such form as the owner Franchisor may require from time to time. 8.4 The Franchisee will use the Marks only in the Franchised Region, and only in association with the products and services of the Sonic Restaurant Franchised Business in conjunction with a manner which conforms in nature and quality, and to those standards, methods, procedures, techniques and specifications as may be set by Franchisor in its sole discretion, and communicated to Franchisee from time to time. 8.5 The Franchisee will not use in its corporate or partnership name any of the Marks, or any confusingly similar name or modification thereof. 8.6 The Franchisee will immediately notify the Franchisor of any infringement of, or challenge to the Franchisee’s use of any of the Marks, and the Franchisor will have the sole discretion to take such action as it deems appropriate. 8.7 All signs, business cards, stationery, folders, envelopes, brochures, kiosks and advertisements used by the Franchisee in conducting the Franchised Business will conform to the specifications of the Franchisor as to artwork, lettering, colours, size, construction and overall appearance and must be approved in advance by the Franchisor. 8.8 The Franchisee will, if requested to do so by the Franchisor, execute in such form as may be required by the Franchisor, a consent to the use of the Proprietary Marks, including, but not limited to, invoices, order forms, receipts, and contracts, as well as at such conspicuous locations by other Franchisees carrying on the premises of the Sonic Restaurant as SONIC shall designate in writing. The identification shall be business in the form Province in which specifies Licensee’s name, followed by the term “Licensed Proprietor”, Franchised Business is located or such other identification as shall be approved by SONICelsewhere. (d) Licensee’s 8.9 The Franchisee shall diligently and fully exploit the Franchisee's rights to use in this Franchised Business in every manner by opening as many offices as the Proprietary Marks is limited to such uses as are authorized under this Agreement, Franchised Region will economically support and any unauthorized use thereof shall constitute an infringement of SONIC’s rightsby personally devoting the Franchisee's best efforts. (e) Licensee shall not use the Proprietary Marks to incur any obligation or indebtedness on behalf of SONIC. (f) Licensee shall not use the Proprietary Marks as part of its corporate or other legal name if not already in existence prior to the effective date of this Agreement. (g) Licensee shall comply with SONIC’s instructions in filing and maintaining the requisite trade name or fictitious name registrations, and shall execute any documents deemed necessary by SONIC or its counsel to obtain protection for the Proprietary Marks or to maintain their continued validity and enforceability. (h) In the event that litigation involving the Proprietary Marks is instituted or threatened against Licensee, Licensee shall promptly notify SONIC and shall cooperate fully in defending or settling such litigation.