Use of the Licensed Marks Sample Clauses
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Use of the Licensed Marks. A. LICENSEE shall comply with LICENSOR's written guidelines and rules provided to LICENSEE from time to time by LICENSOR with respect to the appearance and manner of use of the LICENSED MARKS. Any form of use of the LICENSED MARKS not specifically provided for by such guidelines and rules shall be adopted by LICENSEE only upon prior approval in writing by LICENSOR. Representative specimens showing the use of the LICENSED ▇▇▇▇ by LICENSEE shall be sent to LICENSOR from time to time upon request by LICENSOR.
B. LICENSEE shall comply with all applicable laws and regulations, including those pertaining to the proper use and designation of trademarks, corporate names and trade names in the LICENSED TERRITORY and pertaining to the sale of PRODUCTS and PRE-COMMERCIAL UNITS and the rendering of SERVICES in the LICENSED TERRITORY.
C. LICENSEE shall immediately cease use of the LICENSED MARKS upon notice from LICENSOR that, in the sole opinion of LICENSOR, such use of the LICENSED MARKS (i) is in violation of LICENSOR's guidelines, rules, or STANDARDS OF QUALITY, or (ii) results or is likely to result in an adverse claim against either LICENSOR or LICENSEE by a third party.
D. If, in the sole discretion of LICENSOR, it is required or advisable for the purpose of making this Agreement enforceable, or for the purpose of maintaining, enhancing, or protecting LICENSOR's rights in the LICENSED MARKS, to record this Agreement or to enter LICENSEE as registered or authorized user of the LICENSED MARKS, LICENSOR will attend (at LICENSEE's expense) to such recording or entry. LICENSEE will execute and deliver to LICENSOR such additional instruments or documentation as LICENSOR may reasonably request, including without limitation execution and delivery of substitute or short-form license agreements, with terms consistent with this Agreement, for recordation or registration in specified countries in the event that this Agreement shall be deemed to be unsuitable for recordation or entry in such countries. The terms and conditions of this Agreement (and not the terms and conditions of such substitute or short-form license agreements entered into for recording or entry purposes) shall be binding between the parties throughout the world and shall govern and control any controversy that should arise with respect to each party's rights and obligations hereunder; provided, however, that if specific -------- ------- terms and conditions of any such substitute or short-form agreement d...
Use of the Licensed Marks. Mundipharma agrees to comply with all applicable Laws pertaining to the proper use and designation of the Licensed Marks. Additionally, Mundipharma shall:
(i) use the Licensed Marks upon or in relation to the Products only in such manner that the distinctiveness, reputation, and validity of the Licensed Marks shall not be impaired. Without prejudice to the generality of the foregoing, Mundipharma shall use Reasonably Diligent Efforts to ensure in particular that each Licensed ▇▇▇▇ is correctly spelled, is accompanied by words accurately describing the nature of the goods or services to which it relates, and is displayed as set forth in Exhibit C and that any text, graphics or designs adjacent to any Licensed ▇▇▇▇ does not put the Licensed ▇▇▇▇ or Allos in a negative or derogatory light; [ * ] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
(ii) comply with the reasonable requirements of Allos as to the form, manner, scale and context of use of the Licensed Marks, and the use of the statements to accompany them;
(iii) the first time Mundipharma plans to use a particular Licensed ▇▇▇▇, provide Allos with samples of the proposed packaging and related marketing and promotional materials to be used for the Products. Mundipharma shall consider in good faith any comments Allos may make regarding same;
(iv) display the proper form of trademark and service ▇▇▇▇ notice associated with the Licensed Marks in accordance with reasonable instructions received from Allos;
(v) include, on any item which bears a Licensed ▇▇▇▇, a statement identifying Allos as the owner of such Licensed ▇▇▇▇ and stating that Mundipharma is an authorized user of such Licensed ▇▇▇▇;
(vi) not conduct, without the written consent of Allos, the whole or any part of its business under a business name or trading style which incorporates any of the Licensed Marks or which might materially impair the validity, reputation or distinctiveness of any of the Licensed Marks; and
(vii) neither use nor display any of the Licensed Marks in such relation to any other ▇▇▇▇ or marks owned by any Third Party or Mundipharma so as to suggest that the multiple marks constitute a single or composite trademark, service ▇▇▇▇, or are under the same proprietorship.
Use of the Licensed Marks. All use of the Licensed Marks made by Licensee hereunder shall faithfully reproduce the design and appearance of the Licensed Marks as reflected on Exhibit A.
Use of the Licensed Marks. All use of the Licensed Marks made hereunder shall faithfully reproduce the design and appearance of the Licensed Marks as reflected on Schedule A.
Use of the Licensed Marks. 3.1. Upon reasonable advance written request, Licensee agrees to submit to Licensor samples of the Product (to the extent Manufactured by Licensee or its designee) and samples of packaging of the Product displaying the Licensed Marks for Licensor’s inspection. If Licensor reasonably determines that Licensee has failed to maintain a level of quality consistent with those normally employed by the Licensor in the use of the Licensor’s Trademarks, then Licensor may request that Licensee take reasonable steps to remedy any such deficiencies and Licensee agrees to take commercially reasonable actions to comply with such requests, and in any event, the Licensee shall not use or distribute Product or any packaging for the Product displaying the Licensed Marks until it has complied with such requests.
3.2. Licensee and its Affiliates and sub-licensees shall comply with all applicable laws and regulations pertaining to the Commercialization of Products bearing the Licensed Marks, to the extent that Licensee shall perform any such Commercialization activities under the License and Collaboration Agreement.
Use of the Licensed Marks. During the term of the Agreement:
Use of the Licensed Marks. 3.1. Upon reasonable advance written request, Licensee agrees to submit to Licensor representative packaging for the Product displaying the Licensed Marks for Licensor’s inspection. If Licensor reasonably determines that Licensee has failed to maintain a level of quality consistent with those normally employed by the Licensor in the use of the Licensor’s Trademarks, then Licensor may request that Licensee take reasonable steps to remedy any such deficiencies and Licensee agrees to take commercially reasonable actions to comply with such requests, and in any event the Licensee shall not use or distribute any packaging for the Product displaying the Licensed Marks until it has complied with such requests.
3.2. Licensee and its Affiliates and Sub-licensees shall comply with all applicable Laws pertaining to the Commercialization of Products bearing the Licensed Marks.
Use of the Licensed Marks. Nothing in this Agreement gives Licensee the right or license to use the Licensed Marks apart from the marks as shown in the Brand and Trademark Guidelines. Any use of such ▇▇▇▇ or marks shall occur only if and to the extent permitted by the Brand and Trademark Guidelines or a separate agreement between Licensee and Licensor. Licensee shall not use Licensed Marks except as permitted therein.
Use of the Licensed Marks. (A) Manner of Use of Licensed Marks. Licensee shall use the Licensed Marks only in the form and manner prescribed from time to time by Licensor, and shall not use any other trademark, service mark, ▇▇mbol, design, trade name or like indicia in combination with any Licensed Mark ▇▇▇hout the express prior written consent of Licensor. No Website operated by Licensee under the Licensed Marks shall contain a link to any other Website or be operated as a co-branded Website without the express prior written consent of Licensor. Before authorizing any link to a Website operated by Licensee under the Licensed Marks from any other Website, Licensee shall notify Licensor of the proposed link, and Licensee shall not authorize such link if Licensor promptly notifies Licensee that in Licensor's opinion, exercised in good faith, there is a reasonable basis to believe that the proposed link would be detrimental to Licensor. Licensee acknowledges that it is familiar with the high standards, quality, style and image of programming produced by Licensor and its Controlled Affiliates and agrees to use the Licensed Marks in a manner that is consistent with such high standards, quality, style and image. Licensee shall use the Licensed Marks only pursuant to the license granted hereby, only in a manner which will ensure no loss by Licensor of any rights in any of the Licensed Marks, and only in compliance with such rules, standards, instructions and other requirements as Licensor may from time to time prescribe. Licensee's right to use the Licensed Marks is limited to such uses as are expressly authorized hereunder, and any unauthorized use thereof shall constitute an infringement of Licensor's rights and a material breach of this Agreement. Licensee acknowledges and agrees that Licensor's approval of or consent to any specific use of any Licensed Mark ▇▇▇s not constitute approval of or consent to any other use.
Use of the Licensed Marks. 3.1. Licensee acknowledges the high standards and reputation for quality symbolized by the Licensed Marks, and Licensee shall use the Licensed Marks in a manner at least equivalent to such quality standards and reputation.
3.2. Licensee shall display the Licensed Marks on all Licensed Products and on or in all packaging, promotion, and advertising materials to the extent practicable in a form and manner in compliance with Licensor’s written guidelines set forth in Exhibit A.
3.3. Licensee shall comply with all marking requirements under applicable Law, and to the extent reasonably practicable shall display such legends and notices as may be set forth in Exhibit A or otherwise specified in writing by Licensor, in each case as reasonably necessary to maintain the Licensed Marks under applicable Law and provide notice of Licensor’s rights therein.