Ownership of Stage Name. Anything in this Agreement to the contrary notwithstanding, Stage shall retain all rights in and to the Stage names, and any name selected by Stage, in its sole reasonable discretion, for use on the Credit Card and all trademarks, service marks and other rights pertaining to such names (collectively, the "Name Rights") and all goodwill associated with the use of the Name Rights whether under this Agreement or otherwise shall inure to the benefit of the Stage. Stage shall have the right, in its sole and absolute discretion, to prohibit the use of any of its Name Rights in any Forms, advertisements or other materials proposed to be used by Bank which Stage in its reasonable business judgment deems objectionable or improper. Bank shall cease all use of the Name Rights upon the termination of this Agreement for any reason unless Bank retains the Accounts after termination of the Agreement, in which case Bank may use the Name Rights solely in connection with the administration and collection of the balance due on the Accounts. Provided, however, that Stage grants Bank the right to use Stage's Name Rights in connection with Bank and its Affiliates' product marketing and promotional materials and literature in written and electronic form and their business client lists. Bank agrees and covenants not to: (i) claim any right, title or interest in or to the Name Rights or any right to use the Name Rights except as permitted by this Agreement; (ii) assert that any failure of Stage to set standards for, or police Bank's use of, the Name Rights results in an abandonment of Stage's rights, title or interest in or to the Name Rights; (iii) directly or indirectly, question, attack, contest or challenge the validity of the Name Rights, any other trademark, service xxxx, logo or other intellectual property of Stage, or Stage's right, title or interest therein; and (v) willingly become a party adverse to Stage in any litigation or proceedings in which a third party is questioning, attacking, contesting or challenging the validity of the Name Rights, any other trademark, service xxxx, logo or other intellectual property of Stage, or Stage's right, title or interest therein.
