BRAND REQUIREMENTS Clause Samples
The Brand Requirements clause sets out the standards and guidelines that must be followed when using a company's brand assets, such as logos, trademarks, and marketing materials. It typically details how and where the brand can be displayed, any approval processes for branded content, and restrictions on modifications or misuse. By clearly defining these requirements, the clause helps protect the integrity and reputation of the brand, ensuring consistent and appropriate use by all parties involved.
BRAND REQUIREMENTS. The use of a Licensed Mark by a Licensor and a Licensee will be subject at all times to any applicable Brand Requirements for such Licensed Mark.
BRAND REQUIREMENTS. BUYER agrees to resell all motor fuel purchased hereunder only under the _______________ brand and to maintain such brands, trademarks and trade names on the equipment used to store and dispense such motor fuels; agrees not to mix, substitute or adulterate said motor fuels with any other material; and agrees not to sell or pass off motor fuels of others as _______________ brand motor fuel.
BRAND REQUIREMENTS. (a) Distributor acknowledges and agrees that, with respect to certain Locations covered by this Agreement, Company has obligations to its suppliers that require such Locations to sell specific Branded Motor Fuels. Distributor agrees to continue to maintain the brands at Base Locations selling Branded Motor Fuels as shown on Schedule 1.1 through the Term, subject to Distributor’s right to substitute and remove Locations from this Agreement as provided herein. Distributor further acknowledges that any change of the brand of such Location or the removal of such Location from this Agreement (unless approved by Company or resulting from Company's breach of this Agreement) may cause Company to become obligated to pay reimbursement, damages or penalties to its suppliers with respect to such debranded or removed Location. The parties acknowledge and agree that the Branded Motor Fuel sold at any Location may not be changed during the Term without the mutual agreement of Company and Distributor, subject to removal and substitution of Locations from this Agreement as provided herein. The parties also acknowledge and agree that during the Term Company will not increase its capital reimbursement obligations to Branded Suppliers without the approval of Distributor, which approval will not be unreasonably withheld, delayed or conditioned.
(b) Distributor shall indemnify, defend, and hold harmless Company from and against, for and in respect of the full amounts of, and shall pay and reimburse Company for, any and all losses, damages, claims, and penalties incurred or required to be paid, to the extent based upon, arising out of or resulting from Distributor debranding a Location prior to the expiration of the term of the applicable branding commitment for such Location to the extent such branding commitment is effective and all work has been completed prior to the closing (the “Closing”) under the Amended and Restated Asset Purchase Agreement dated January 23, 2018, by and among Distributor and certain affiliates of Company (the “Asset Purchase Agreement”), unless such debranding is in accordance with Distributor’s right to remove Locations in accordance with Section 1.5(c) hereof.