Common use of Licensed Marks Clause in Contracts

Licensed Marks. Subject to the provisions of this Agreement, DCA hereby grants to Licensee the right and license to use one or more of DCA's trademarks, service marks, trade names, logotypes and commercial symbols (collectively, the "Licensed Marks") in connection with the Dental Office. Notwithstanding the foregoing, Licensee shall only display or otherwise use the Licensed Marks in the manner or manners approved or designated by DCA in writing. Each such display or use of one or more of the Licensed Marks shall clearly identify Licensee as a licensee of such Licensed Marks, and not the owner or licensor thereof. Nothing contained herein gives Licensee any interest in or to any of the Licensed Marks or any component thereof, nor the goodwill now or hereafter attached thereto, except for the right to use such Licensed Marks as authorized by DCA, pursuant to and for the term of this Agreement, solely in connection with the operation of Licensee's Dental Office. Licensee shall not use the Licensed Marks as part of any other corporate or trade name or with any prefix, suffix or other modifying words, terms, designs or symbols, or in any modified form, nor may Licensee use any Licensed Mark in connection with sale of any unauthorized product or serve or ▇▇ ▇ny other manner not expressly authorized in writing by DCA. Licensee shall not engage in or permit any act calculated to prejudice, affect, impair or destroy the title or interest of DCA in and to any of the Licensed Marks or any related or similar name. In addition, Licensee shall immediately notify DCA of any apparent infringement of one or more of the Licensed Marks by any third party or any challenge to Licensee's use of any of the Licensed Marks. In such instance, Licensee shall not communicate with any person other than DCA and Licensee's counsel with respect to such infringement or challenge. In addition, Licensee shall cooperate fully with DCA in defense and protection of the Licensed Marks in question. Notwithstanding the foregoing, DCA shall have sole discretion to take such action as it deems appropriate and to exclusively control any litigation or administrative proceedings arising out of any infringement, challenge or claim regarding any one or more of the Licensed Marks. Licensee agrees to execute any and all instruments and documents, render such assistance and do such acts and things as may, in the opinion of DCA's counsel, be necessary or advisable to protect and maintain the interests of DCA in any such proceeding or to otherwise protect and maintain the interests of DCA in and to the Licensed Marks. Except as specifically provided herein, DCA shall not otherwise be obligated to protect or defend any of the Licensed Marks in any litigation or administrative proceeding arising out of any infringement, challenge or claim if it elects not to do so in its sole discretion. If for any reason DCA or Licensee is ultimately prohibited from using any one or more of the Licensed Marks, Licensee shall not be entitled to any compensation therefor, nor shall compensation be paid by DCA to Licensee as a result thereof. Further, Licensee may, immediately upon the request of DCA, be required to modify or discontinue the use of one or more of the Licensed Marks, or to use one or more additional or substitute trademarks, service marks, trade names, logotypes or other commercial symbols in lieu of one or more of the Licensed Marks, in connection with the Dental Office.

Licensed Marks. Subject 4.2.1 Licensee expressly acknowledges ITI's rights in and to the provisions of this Agreement, DCA hereby grants to Licensee the right and license to use one or more of DCA's trademarks, service marks, trade names, logotypes and commercial symbols (collectively, the "Licensed Marks") in connection with the Dental Office. Notwithstanding the foregoing, Licensee shall only display or otherwise use the Licensed Marks and agrees not to represent in any manner that Licensee has acquired any ownership rights in the manner or manners approved or designated by DCA in writing. Each such display or use of one or more of the Licensed Marks shall clearly identify Licensee as a licensee of such Licensed Marks, and . Licensee agrees not the owner or licensor thereof. Nothing contained herein gives Licensee any interest in or to use any of the Licensed Marks or any component thereofmarks, nor names or indicia which are or may be confusingly similar in its own corporate or business name or in association with any of the Licensees operations except as authorized in this Agreement. Licensee further acknowledges and agrees that any and all goodwill now associated with the ITI System and identified by the Licensed Marks shall inure directly and exclusively to the benefit of ITI and that, upon the expiration or hereafter attached theretotermination of this Agreement for any reason, except for no monetary amount shall be attributable by the Licensee to any goodwill associated with Licensee's use of the Licensed Marks. 4.2.2 Licensee understands and agrees that any use of the Licensed Marks other than as expressly authorized by this Agreement, without ITI's prior written consent, is an infringement of ITI's rights in the Licensed Marks and that the right to use such the Licensed Marks as authorized by DCA, pursuant to and for granted herein does not extend beyond the term termination or expiration of this Agreement, solely in connection with the operation except as may be required to liquidate any previously existing inventory of Licensee's Dental Office. Licensee shall not use the Licensed Marks as part of any other corporate or trade name or with any prefix, suffix or other modifying words, terms, designs or symbols, or in any modified form, nor may Licensee use any Licensed Mark in connection with sale of any unauthorized product or serve or ▇▇ ▇ny other manner not expressly authorized in writing by DCA. Licensee shall not engage in or permit any act calculated to prejudice, affect, impair or destroy the title or interest of DCA in and to any of the Licensed Marks or any related or similar name. In addition, Licensee shall immediately notify DCA of any apparent infringement of one or more of the Licensed Marks by any third party or any challenge to Licensee's use of any of the Licensed Marks. In such instance, Licensee shall not communicate with any person other than DCA and Licensee's counsel with respect to such infringement or challenge. In addition, Licensee shall cooperate fully with DCA in defense and protection of the Licensed Marks in question. Notwithstanding the foregoing, DCA shall have sole discretion to take such action as it deems appropriate and to exclusively control any litigation or administrative proceedings arising out of any infringement, challenge or claim regarding any one or more of promotional items using the Licensed Marks. Licensee agrees expressly covenants that, during the term of this Agreement and thereafter, Licensee shall not, directly or indirectly, commit any act or infringement or contest or aid others in contesting the validity of ITI's right to execute any and all instruments and documents, render such assistance and do such acts and things as may, in the opinion of DCA's counsel, be necessary or advisable to protect and maintain the interests of DCA in any such proceeding or to otherwise protect and maintain the interests of DCA in and to use the Licensed Marks. Except as specifically provided herein, DCA shall not otherwise be obligated Marks or take any other action in derogation thereof. 4.2.3 Licensee acknowledges an obligation to protect or defend any monitor its own and other parties' use of the Licensed Marks and agrees to do so. Licensee shall promptly notify ITI of any claim, demand or cause of action that ITI may have based upon or arising from any unauthorized attempt by any person or legal entity to use the Licensed Marks, any colourable variation thereof, or any other mark, ▇▇me or indicia in which ITI has or claims a proprietary interest. Licensee shall assist ITI, upon request and at ITI's expense, in taking such action, if any, as ITI may deem appropriate to halt such activities, but shall take no action nor incur any expenses on ITI's behalf without ITI's prior written approval; if ITI undertakes the defence or prosecution of any litigation or administrative proceeding arising out of any infringement, challenge or claim if it elects not relating to do so in its sole discretion. If for any reason DCA or Licensee is ultimately prohibited from using any one or more of the Licensed Marks, Licensee agrees to cooperate with and assist ITI as ITI may reasonably request in the defence or prosecution of any such action, and ITI shall not be entitled reimburse Licensee for Licensee's reasonable out-of-pocket expenses incurred in providing such assistance. Any amounts collected by ITI with respect to any compensation thereforinfringement actions prosecuted by ITI shall be retained by ITI; provided, nor shall compensation however, that such amounts as may be paid attributable to damages suffered by DCA Licensee, net of all costs and expenses incurred by ITI in prosecuting the infringement, will be remitted to Licensee as a result thereof. Further, and Licensee may, immediately upon will include the request of DCA, be required to modify or discontinue the use of one or more of the Licensed Marks, or to use one or more additional or substitute trademarks, service marks, trade names, logotypes or other commercial symbols same in lieu of one or more of the Licensed Marks, in connection with the Dental Office.12

Licensed Marks. Subject to the provisions of this Agreement, DCA hereby grants to Licensee the right and license to use one or more of DCA's trademarks, service marks, trade names, logotypes and commercial symbols (collectively, the "a) The Licensed Marks") Marks shall be used only in connection with the Dental Officesale, license, sublicense or distribution of the Products described in Annex "A" and may not be used to identify any other product, whether or not licensed under this Agreement. Notwithstanding the foregoing, Licensee Marquette shall only display or otherwise use the Licensed Marks in the manner or manners approved or designated by DCA in writing. Each such display or use cause appropriate indicia of one or more DCC's ownership of the Licensed Marks shall clearly identify Licensee as a licensee to appear on or within each of such the Products, on all packaging materials bearing the Licensed Marks, and on all advertising using the Licensed Marks. (b) Marquette may use its own trademarks in conjunction with the Licensed Marks. (c) DCC is familiar with Marquette's advertising practices; in view of that familiarity, Marquette need not obtain DCC's prior approval of proposed advertising using the Licensed Marks, but shall instead furnish DCC with representative samples of such advertising from time to time or as reasonably requested by DCC. DCC may, in its business judgment at any time and/or from time to time, give notice to Marquette that subsequent advertising will require prior approval by DCC. (d) Marquette acknowledges the validity of DCC's ownership, right, title and interest in and to the Licensed Marks, including DCC's rights to register or to have registered as the owner of any or licensor thereof. Nothing contained herein gives Licensee any interest in or to any all of the Licensed Marks or any component thereof, nor under the goodwill now or hereafter attached thereto, except for the right to use such Licensed Marks as authorized by DCA, pursuant to and for the term of this Agreement, solely in connection with the operation of Licensee's Dental Office. Licensee shall not use the Licensed Marks as part laws of any other corporate or trade name or with any prefix, suffix or other modifying words, terms, designs or symbols, or in any modified form, nor may Licensee use any Licensed Mark in connection with sale of any unauthorized product or serve or ▇▇ ▇ny other manner not expressly authorized in writing by DCAjurisdiction. Licensee shall not engage in or permit any act calculated to prejudice, affect, impair or destroy the title or interest of DCA in and to any of the Licensed Marks or any related or similar name. In addition, Licensee shall immediately notify DCA of any apparent infringement of one or more of the Licensed Marks by any third party or any challenge to Licensee's All use of any of the Licensed Marks. In such instance, Licensee Marks by Marquette shall inure to the sole benefit of DCC in any and all jurisdictions. (e) Marquette shall not communicate with at any person other than DCA time do or suffer to be done any act or thing which will in any way impair the rights of DCC in and Licensee's counsel with respect to such infringement or challenge. In addition, Licensee shall cooperate fully with DCA in defense and protection of the Licensed Marks in question. Notwithstanding the foregoing, DCA shall have sole discretion to take such action as it deems appropriate and to exclusively control any litigation or administrative proceedings arising out of any infringement, challenge or claim regarding any one or more of the Licensed Marks. Licensee agrees to execute any and all instruments and documents, render such assistance and do such acts and things as may, If in the opinion reasonable business judgment of DCA's counsel, be necessary DCC any act or advisable failure to protect and maintain the interests of DCA in any such proceeding or to otherwise protect and maintain the interests of DCA in and act by Marquette constitutes a danger to the Licensed Marks. Except as specifically provided herein, DCA shall not otherwise be obligated to protect value or defend any of the Licensed Marks in any litigation validity or administrative proceeding arising out ownership of any infringement, challenge or claim if it elects not to do so in its sole discretion. If for any reason DCA or Licensee is ultimately prohibited from using any one or more of the Licensed Marks, Licensee shall not be entitled then DCC may in lieu of or in addition to any compensation therefor, nor shall compensation be paid by DCA other remedy available to Licensee as a result thereof. Further, Licensee may, immediately upon it (including termination of the request of DCA, be required License) give notice to modify Marquette describing the danger and may suspend in whole or discontinue the in part Marquette's right to use of one or more of the Licensed Marks, or to use one or more additional or substitute trademarks, service marks, trade names, logotypes or other commercial symbols in lieu of one or more effective on Marquette's receipt of the Licensed Marks, in connection with notice. The suspension shall continue until DCC reasonably determines that the Dental Officedanger no longer exists.

Licensed Marks. Subject to the provisions of this Agreement, DCA hereby grants to Licensee the right and license to use one or more of DCA's trademarks, service marks, trade names, logotypes and commercial symbols (collectively, the "Licensed Marks") in connection with the Dental Office. Notwithstanding the foregoing, Licensee shall only display or otherwise use the Licensed Marks in the manner or manners approved or designated by DCA in writing. Each such display or use of one or more of the Licensed Marks shall clearly identify Licensee as a licensee of such Licensed Marks, and not the owner or licensor thereof. Nothing contained herein gives Licensee any interest in or to any of the Licensed Marks or any component thereof, nor the goodwill now or hereafter attached thereto, except for the right to use such Licensed Marks as authorized by DCA, pursuant to and for the term of this Agreement, solely in connection with the operation of Licensee's Dental Office. Licensee shall not use the Licensed Marks as part of any other corporate or trade name or with any prefix, suffix or other modifying words, terms, designs or symbols, or in any modified form, nor may Licensee use any Licensed Mark ▇▇▇▇ in connection with sale of any unauthorized product or serve or ▇▇ ▇ny in any other manner not expressly authorized in writing by DCA. Licensee shall not engage in or permit any act calculated to prejudice, affect, impair or destroy the title or interest of DCA in and to any of the Licensed Marks or any related or similar name. In addition, Licensee shall immediately notify DCA of any apparent infringement of one or more of the Licensed Marks by any third party or any challenge to Licensee's use of any of the Licensed Marks. In such instance, Licensee shall not communicate with any person other than DCA and Licensee's counsel with respect to such infringement or challenge. In addition, Licensee shall cooperate fully with DCA in defense and protection of the Licensed Marks in question. Notwithstanding the foregoing, DCA shall have sole discretion to take such action as it deems appropriate and to exclusively control any litigation or administrative proceedings arising out of any infringement, challenge or claim regarding any one or more of the Licensed Marks. Licensee agrees to execute any and all instruments and documents, render such assistance and do such acts and things as may, in the opinion of DCA's counsel, be necessary or advisable to protect and maintain the interests of DCA in any such proceeding or to otherwise protect and maintain the interests of DCA in and to the Licensed Marks. Except as specifically provided herein, DCA shall not otherwise be obligated to protect or defend any of the Licensed Marks in any litigation or administrative proceeding arising out of any infringement, challenge or claim if it elects not to do so in its sole discretion. If for any reason DCA or Licensee is ultimately prohibited from using any one or more of the Licensed Marks, Licensee shall not be entitled to any compensation therefor, nor shall compensation be paid by DCA to Licensee as a result thereof. Further, Licensee may, immediately upon the request of DCA, be required to modify or discontinue the use of one or more of the Licensed Marks, or to use one or more additional or substitute trademarks, service marks, trade names, logotypes or other commercial symbols in lieu of one or more of the Licensed Marks, in connection with the Dental Office.

Licensed Marks. Subject to the provisions of this Agreement, DCA hereby grants to Licensee the right and license to use one or more of DCA's trademarks, service marks, trade names, logotypes and commercial symbols (collectively, the "a) The Licensed Marks") Marks shall be used only in connection with the Dental OfficeVSC Technology. Notwithstanding the foregoing, Licensee LLC shall only display or otherwise use cause appropriate indicia of TMS's ownership of the Licensed Marks to appear on all promotional materials using the Licensed Marks. (b) LLC may use its own trademarks in conjunction with the Licensed Marks. (c) LLC acknowledges TMS's right to control quality regarding the nature and quality of the Licensed Software sold under the Licensed Marks. LLC agrees to the quality standards as TMS has or shall establish regarding the manner or manners approved or designated by DCA in writingof the Licensed Marks' use. Each such display or TMS reserves the right to inspect the use of one or more the Licensed Marks and LLC agrees to provide examples of its use every six (6) months and as requested by TMS. All use of the Licensed Marks shall clearly identify Licensee as a licensee terminate upon the termination of such this Agreement. (d) LLC acknowledges the validity of TMS's ownership, right, title and interest in and to the Licensed Marks, and not including TMS's rights to register or to have registered as the owner of any or licensor thereof. Nothing contained herein gives Licensee any interest in or to any all of the Licensed Marks or any component thereof, nor under the goodwill now or hereafter attached thereto, except for the right to use such Licensed Marks as authorized by DCA, pursuant to and for the term of this Agreement, solely in connection with the operation of Licensee's Dental Office. Licensee shall not use the Licensed Marks as part laws of any other corporate or trade name or with any prefix, suffix or other modifying words, terms, designs or symbols, or in any modified form, nor may Licensee use any Licensed Mark in connection with sale of any unauthorized product or serve or ▇▇ ▇ny other manner not expressly authorized in writing by DCAjurisdiction. Licensee shall not engage in or permit any act calculated to prejudice, affect, impair or destroy the title or interest of DCA in and to any of the Licensed Marks or any related or similar name. In addition, Licensee shall immediately notify DCA of any apparent infringement of one or more of the Licensed Marks by any third party or any challenge to Licensee's All use of any of the Licensed Marks. In such instance, Licensee Marks by LLC shall not communicate with inure to the sole benefit of TMS in any person other than DCA and Licensee's counsel with respect to such infringement or challenge. In addition, Licensee shall cooperate fully with DCA in defense and protection of the Licensed Marks in questionall jurisdictions. Notwithstanding the foregoing, DCA shall have sole discretion to take such action as it deems appropriate and to exclusively control any litigation or administrative proceedings arising out of any infringement, challenge or claim regarding any one or more of the Licensed Marks. Licensee agrees to execute any and all instruments and documents, render such assistance and do such acts and things as may, in the opinion of DCA's counsel, be necessary or advisable to protect and maintain the interests of DCA in any such proceeding or to otherwise protect and maintain the interests of DCA in and to the Licensed Marks. Except as specifically provided herein, DCA shall not otherwise be obligated to protect or defend if any of the Licensed Marks are found to be invalid or generic in a court of law or by a decision of the Trademark Office of any jurisdiction, and such decision is not appealed or is not ultimately overturned, then LLC shall no longer be required to treat the Licensed Marks as trademarks of TMS or to be bound by the restrictions of this Agreement concerning their use, in the nation in which the decision was rendered. (e) LLC shall not at any time do or suffer to be done any act or thing which will in any litigation way impair the rights of TMS in and to such Licensed Marks. If in the reasonable business judgment of TMS any act or administrative proceeding arising out failure to act by LLC constitutes a danger to the value or validity or ownership of any infringement, challenge or claim if it elects not to do so in its sole discretion. If for any reason DCA or Licensee is ultimately prohibited from using any one or more of the Licensed Marks, Licensee shall not be entitled then TMS may in lieu of or in addition to any compensation therefor, nor shall compensation be paid by DCA other remedy available to Licensee as a result thereof. Further, Licensee may, immediately upon it (including termination of the request of DCA, be required License) give notice to modify LLC describing the danger and may suspend in whole or discontinue the in part LLC's right to use of one or more of the Licensed Marks, or to use one or more additional or substitute trademarks, service marks, trade names, logotypes or other commercial symbols in lieu of one or more effective on LLC's receipt of the Licensed Marks, in connection with notice. The suspension shall continue until TMS reasonably determines that the Dental Officedanger no longer exists.

Licensed Marks. Subject to the provisions of this Agreement, DCA hereby grants to Licensee the right and license to use one or more of DCA's trademarks, service marks, trade names, logotypes and commercial symbols (collectively, the "Licensed Marks") in connection with the Dental Office. Notwithstanding the foregoing, Licensee shall only display or otherwise use the Licensed Marks in the manner or manners approved or designated by DCA in writing. Each such display or use of one or more of the Licensed Marks shall clearly identify Licensee as a licensee of such Licensed Marks, and not the owner or licensor thereof. Nothing contained herein gives Licensee any interest in or to any of the Licensed Marks or any component thereof, nor the goodwill now or hereafter attached thereto, except for the right to use such Licensed Marks as authorized by DCA, pursuant to and for the term of this Agreement, solely in connection with the operation of Licensee's Dental Office. Licensee shall not use the Licensed Marks as part of any other corporate or trade name or with any prefix, suffix or other modifying words, terms, designs or symbols, or in any modified form, nor may Licensee use any Licensed Mark in connection with sale of any unauthorized product or serve or ▇▇ ▇ny any other manner not expressly authorized in writing by DCA. Licensee shall not engage in or permit any act calculated to prejudice, affect, impair or destroy the title or interest of DCA in and to any of the Licensed Marks or any related or similar name. In addition, Licensee shall immediately notify DCA of any apparent infringement of one or more of the Licensed Marks by any third party or any challenge to Licensee's use of any of the Licensed Marks. In such instance, Licensee shall not communicate with any person other than DCA and Licensee's counsel with respect to such infringement or challenge. In addition, Licensee shall cooperate fully with DCA in defense and protection of the Licensed Marks in question. Notwithstanding the foregoing, DCA shall have sole discretion to take such action as it deems appropriate and to exclusively control any litigation or administrative proceedings arising out of any infringement, challenge or claim regarding any one or more of the Licensed Marks. Licensee agrees to execute any and all instruments and documents, render such assistance and do such acts and things as may, in the opinion of DCA's counsel, be necessary or advisable to protect and maintain the interests of DCA in any such proceeding or to otherwise protect and maintain the interests of DCA in and to the Licensed Marks. Except as specifically provided herein, DCA shall not otherwise be obligated to protect or defend any of the Licensed Marks in any litigation or administrative proceeding arising out of any infringement, challenge or claim if it elects not to do so in its sole discretion. If for any reason DCA or Licensee is ultimately prohibited from using any one or more of the Licensed Marks, Licensee shall not be entitled to any compensation therefor, nor shall compensation be paid by DCA to Licensee as a result thereof. Further, Licensee may, immediately upon the request of DCA, be required to modify or discontinue the use of one or more of the Licensed Marks, or to use one or more additional or substitute trademarks, service marks, trade names, logotypes or other commercial symbols in lieu of one or more of the Licensed Marks, in connection with the Dental Office.