Source Indicators definition
Examples of Source Indicators in a sentence
Given the Parties’ prior status as Affiliates, the Parties acknowledge the need for a Party to restrict its use of certain new, significant secondary Source Indicators of the other Party beyond the boundaries set by trademark Law for use by an unrelated third party.
Therefore, each Party has the right, during the term of this Agreement, to provide written notice to the other Party of a maximum of fifteen (15) new secondary Source Indicators as proposed “Designated Secondary Brands”.
The Parties intend and agree that this Agreement intends primarily to allocate the Parties’ ownership rights, as of the Trademark Assignment Date, with respect to the Source Indicators governed thereby, and that all of the Parties’ covenants constitute clarifications, limitations or protections of such ownership rights.
The Parties acknowledge that the Parties have used major secondary Source Indicators that are not included in the ADT Brand (e.g., PULSE) and may, after the Trademark Assignment Date, wish to adopt as major secondary trademarks one or more new words or terms that are not included in the definition of “ADT Brand” herein.
Each Party hereby stipulates, acknowledges and agrees that this Agreement is integral to, and integrated with, the Source Indicators, and is not a severable undertaking that may be assumed, assigned or rejected pursuant to 11 U.S.C. § 365 independently from the interests in the Source Indicators.
Therefore, if either Party files for bankruptcy, the Parties intend and agree that this Agreement shall be deemed an encumbrance on the Source Indicators governed hereby.
For example, if Tyco or ADT Residential, as the case may be, adopts ADT SUPERNOVA or SUPERNOVA as a Designated Secondary Brand, ADT Residential or Tyco, as the case may be, may not use SUPERNOVA (either alone or in combination with the term “ADT”, the phrase “ALWAYS THERE”, TYCO or other Source Indicators) in connection with any goods or services in any country or jurisdiction in its territory.
Each Party hereby further stipulates, acknowledges and agrees that this Agreement is not intended to be, nor shall it be construed as, an “executory contract” within the meaning of 11 U.S.C. § 365 that is independent of or severable from the interests in the Source Indicators.
For example, if Tyco or ADT Residential, as the case may be, adopts ADT SUPERNOVA or SUPERNOVA as a Designated Secondary Brand, ADT Residential or Tyco, as the case may be, may not use SUPERNOVA (either alone or in combination with the term “ADT”, the phrase “ALWAYS THERE”, TYCO or other Source Indicators) in connection with any goods or services in any country in its territory.
Neither Party may assign this Agreement without the other Party’s prior written consent in its sole discretion, except that a Party may and must assign this Agreement to any Person who acquires or purchases the assigning Party’s interests in the Source Indicators governed by this Agreement.