COOPERATION WITH LICENSOR. Licensee shall cooperate, at Licensor’s cost, with Licensor in the filing and prosecution of any applications that Licensor may desire to file with respect to the Licensed Marks or Licensed Domain Names, and for that purpose, such Licensee shall supply to Licensor from time to time, and without charge, such samples and materials as may be reasonably required. Licensee shall execute and deliver to Licensor, at Licensor’s cost, at any time whether during or after the Term of this Agreement, and without any requirement of further consideration or documentation, such documents as Licensor may reasonably request in connection with the Licensed Marks and Licensed Domain Names, including, without limitation, to confirm or record Licensor’s ownership rights therein. Should Licensee fail or refuse to provide and/or execute any such document, Licensee hereby irrevocably appoints Licensor, whose power is coupled with an interest, as Licensee’s attorney-in-fact to prepare and/or execute such document in Licensee’s name and on Licensee’s behalf, and to institute and prosecute any proceedings as Licensor may deem necessary or appropriate to secure, protect, or enforce such intellectual property, including such applications and registrations therefore. The Parties expressly agree that upon expiration or termination of this Agreement, all documents filed or recorded with a trademark office or other authority relating to the licenses granted by this Agreement may be terminated, cancelled, nullified, and/or withdrawn by Licensor alone and Licensee hereby agrees and consents to such termination, cancellation, nullification, and/or withdrawal. Licensee shall not, during the Term of this Agreement, do anything which would in any way damage, injure, or impair the validity and subsistence of the Licensed Marks or Licensed Domain Names, nor shall any Licensee attack, dispute, or challenge, nor aid others to do so, Licensor’s right, title, and interest in and to the Licensed Marks or Licensed Domain Names, or the validity of this Agreement.
Appears in 2 contracts
Sources: Share Purchase Agreement (KAMAN Corp), Trademark, Trade Name and Domain License Agreement (KAMAN Corp)