Common use of Trademark Clause in Contracts

Trademark. You acknowledge that the Frazil trademark is a federally registered trademark and can only be used for the sale and distribution of the Frazil Products. All marketing materials, advertising materials or printed cups bearing the Frazil trademark must be provided by Us or approved by Us in writing. You acknowledge that federal trademark law gives Us the right to control the nature and quality of the products associated with the trademark and agree to allow Us to conduct the necessary inspections, tests and audits to ensure compliance with the standards specified by Us. You are not entitled, either by implication or otherwise, to any title or interest in any trademark, trade name, logo, design, or copyright materials created by Us. In the event that You ever discontinue selling the Frazil Product You agree to remove and destroy all Frazil branding and marketing materials from the Location(s) listed in Exhibit A. You further agree that you will not alter or remove the Frazil trademark from the machines or other Frazil products provided to You, nor rebrand or use any trademark other than Frazil in connection with the use and operation of the machines and other Frazil products; PRODUCT WARRANTY. We represent and warrant that the Products provided by Us complies with Federal, State, and Local laws and will be of merchantable quality. If any Products do not conform to such warranty and You report such nonconformity to Us within ten (10) days of delivery, we will replace the nonconforming Product, through the Distributor without cost to You. Any liability for consequential and incidental damages is expressly disclaimed. Our liability in all events is limited to the purchase price paid; MACHINE OWNERSHIP. We maintain ownership of the ▇▇▇▇ Ultra-2 Machine(s) provided to You and ownership NEVER transfers to You without a written sales agreement. We maintain the right to remove the machine(s) from Your location(s) for any reason. In the event that We deem it necessary to remove the machine(s), You agree to not impede or restrict the removal; The machine(s) may not be relocated or removed from the Location(s) without written consent from Us. The machine(s) may not be sold, bartered or rented. You agree to notify Us immediately of any Location(s) that are closing or transferring ownership; You also agree to inform the purchasing party of the location that the machine(s) are owned by Us, and not included as part of the sales/transfer of ownership of the store; and You acknowledge that failure to inform the new store owner of Our ownership of the machine is a misrepresentation of machine ownership status to the store owner;

Trademark. You acknowledge that the Frazil, Frazil trademark is a Energy and Café Tango trademarks are federally registered trademark trademarks and can only be used for the sale and distribution of the Frazil Products. All marketing materials, advertising materials or printed cups bearing the Frazil, Frazil trademark Energy or Café Tango trademarks must be provided by Us or approved by Us in writing. You acknowledge that federal trademark law gives Us the right to control the nature and quality of the products associated with the trademark and agree to allow Us to conduct the necessary inspections, tests and audits to ensure compliance with the standards specified by Us. You are not entitled, either by implication or otherwise, to any title or interest in any trademark, trade name, logo, design, or copyright materials created by Us. In the event that You ever discontinue selling the Frazil Product You agree to remove and destroy all Frazil, Frazil Energy and Café Tango branding and marketing materials from the Location(s) listed in Exhibit A. You further agree that you will not alter or remove the Frazil, Frazil trademark Energy and Café Tango trademarks from the machines or other Frazil Freezing Point products provided to You, nor rebrand or use any trademark other than Frazil, Frazil Energy and Café Tango in connection with the use and operation of the machines and other Frazil Freezing Point products; PRODUCT WARRANTY. We represent and warrant that the Products provided by Us complies with Federal, State, and Local laws and will be of merchantable quality. If any Products do not conform to such warranty and You report such nonconformity to Us within ten (10) days of delivery, we will replace the nonconforming Product, through the Distributor without cost to You. Any liability for consequential and incidental damages is expressly disclaimed. Our liability in all events is limited to the purchase price paid; MACHINE OWNERSHIP. We maintain ownership of the ▇▇▇▇ Ultra-2 Ultra Machine(s) provided to You and ownership NEVER transfers to You without a written sales agreement. We maintain the right to remove the machine(s) from Your location(s) for any reason. In the event that We deem it necessary to remove the machine(s), You agree to not impede or restrict the removal; The machine(s) may not be relocated or removed from the Location(s) without written consent from Us. The machine(s) may not be sold, bartered or rented. You agree to notify Us immediately of any Location(s) that are closing or transferring ownership; You also agree to inform the purchasing party of the location that the machine(s) are owned by Us, and not included as part of the sales/transfer of ownership of the store; and You acknowledge that failure to inform the new store owner of Our ownership of the machine is a misrepresentation of machine ownership status to the store owner;

Trademark. You acknowledge that the Frazil trademark is a federally registered trademark and can only be used for the sale and distribution of the Frazil Products. All marketing materials, advertising materials or printed cups bearing the Frazil trademark must be provided by Us Us, or approved by Us in writing. You acknowledge that federal trademark law gives Us the right to control the nature and quality of the products associated with the trademark and agree to allow Us to conduct the necessary inspections, tests and audits to ensure compliance with the standards specified by Us. You are not entitled, either by implication or otherwise, to any title or interest in any trademark, trade name, logo, design, or copyright materials created by Us. In the event that You ever discontinue selling the Frazil Product You agree to remove and destroy all Frazil branding and marketing materials from the Location(s) listed in Exhibit A. You further agree that you will not alter or remove the Frazil trademark from the machines or other Frazil products provided to You, nor rebrand or use any trademark other than Frazil in connection with the use and operation of the machines and other Frazil products; PRODUCT WARRANTY. We represent and warrant that the Products provided by Us complies with Federal, State, and Local laws and will be of merchantable quality. If any Products do not conform to such warranty and You report such nonconformity to Us within ten (10) days of delivery, we We will replace the nonconforming Product, through the Distributor without cost to You. Any liability for consequential and incidental damages is expressly disclaimed. Our liability in all events is limited to the purchase price paid; MACHINE OWNERSHIP. We maintain ownership of the ▇▇▇▇ Ultra-2 Machine(s) provided to You and ownership NEVER transfers to You without a written sales agreement. We maintain the right to remove the machine(s) from Your location(s) for any reason. In the event that We deem it necessary to remove the machine(s), You agree to not impede or restrict the removal; The machine(s) may not be relocated relocated, or removed from the Location(s) without written consent from Us. The machine(s) may not be sold, bartered bartered, rented or rentedsub-leased. You agree to notify Us immediately of any Location(s) that are closing or transferring ownership; DAMAGE, THEFT OR LOSS. In the event of damage, theft or loss, You also agree are responsible to inform pay Us the purchasing party full replacement value of the location that the machine(s) are owned by Us, and not included as part of the sales/transfer of ownership of the store; and You acknowledge that failure to inform the new store owner of Our ownership of the machine is a misrepresentation of machine ownership status to the store ownerprovided;

Trademark. You acknowledge that 6.01 If and when SENJU and ISTA discuss the Frazil trademark is a federally registered trademark and can only to be used for in connection with the sale and distribution marketing of the Frazil ProductsPreparation by ISTA, SENJU shall submit to ISTA, a list of [ * ] Trademarks for ISTA’s selection. All ISTA shall have the right, at its option but not obligation, to use the [ * ] Trademark subject to the royalty obligation in accordance with Paragraph 8.01(ii) (b). If ISTA decides to use [ * ] Trademark, SENJU shall have [ * ], at [ * ]’s cost and risk, file to obtain the registration of the [ * ] Trademark in ISTA Territory, and thereafter shall have [ * ] maintain the [ * ] Trademark in ISTA Territory. ISTA agrees that in using [ * ]’s Trademark upon the Preparation, it will not represent in any way that it has any right or title to the ownership of [ * ] Trademark or the registration thereof, and the registration will remain in the ownership of [ * ]. 6.02 Notwithstanding Paragraph 6.01, ISTA shall have the right, to select the ISTA Trademark to be used in connection with the marketing materialsof the Preparation by ISTA in ISTA Territory subject to obtaining prior written approval of SENJU, advertising materials or printed cups bearing such approval not to be unreasonably withheld. In this case, ISTA shall, at its sole cost and risk, and at its option (after discussion with SENJU), file to obtain the Frazil trademark must registration of the ISTA Trademark in ISTA Territory, and thereafter maintain the ISTA Trademark in ISTA Territory. Any ISTA Trademark submitted by ISTA to SENJU for use in ISTA Territory shall be provided by Us or deemed approved by Us in writing. You acknowledge that federal trademark law gives Us the right SENJU [ * ] after its submission, unless ISTA receives from SENJU written objection to control the nature and quality of the products associated with the trademark and agree to allow Us to conduct the necessary inspections, tests and audits to ensure compliance with the standards specified by Us. You are not entitled, either by implication or otherwise, to any title or interest in any trademark, trade name, logo, design, or copyright materials created by Us. such ISTA Trademark within such [ * ] period. 6.03 In the event that You ever discontinue selling the Frazil Product You agree SENJU, SENJU Licensee, SENJU Subsidiary, [ * ] [ * ] desire to remove and destroy all Frazil branding and marketing materials from the Location(s) listed use ISTA Trademark in Exhibit A. You further agree that you will not alter certain countries or remove the Frazil trademark from the machines or other Frazil products provided to Youareas outside ISTA Territory, nor rebrand or ISTA shall discuss with SENJU and/or [ * ] for their use any trademark other than Frazil in connection with the use and operation of the machines language corresponding to ISTA Trademark in such countries or areas and the form of compensation to ISTA and other Frazil products; PRODUCT WARRANTY. We represent and warrant that the Products provided by Us complies with Federal, State, and Local laws and will be of merchantable quality. If any Products do not conform to license terms for such warranty and You report such nonconformity to Us within ten (10) days of delivery, we will replace the nonconforming Product, through the Distributor without cost to You. Any liability for consequential and incidental damages is expressly disclaimed. Our liability in all events is limited to the purchase price paid; MACHINE OWNERSHIP. We maintain ownership of the ▇▇▇▇ Ultra-2 Machine(s) provided to You and ownership NEVER transfers to You without a written sales agreement. We maintain the right to remove the machine(s) from Your location(s) for any reason. In the event that We deem it necessary to remove the machine(s), You agree to not impede or restrict the removal; The machine(s) may not be relocated or removed from the Location(s) without written consent from Us. The machine(s) may not be sold, bartered or rented. You agree to notify Us immediately of any Location(s) that are closing or transferring ownership; You also agree to inform the purchasing party of the location that the machine(s) are owned by Us, and not included as part of the sales/transfer of ownership of the store; and You acknowledge that failure to inform the new store owner of Our ownership of the machine is a misrepresentation of machine ownership status to the store owner;use.

Trademark. You acknowledge that (a) The appointment of Importer as the Frazil trademark is a federally registered trademark and can only be used for the sale and distribution exclusive distributor of the Frazil ProductsProducts in the Territory, pursuant to Section 2(a) above, shall include the exclusive permission granted by Brand Owner to Importer to use the Trademark, free from any additional payment in the Territory (but only in relation to the marketing, sales and promotion of the Products in the Territory), including, without limitation, in connection with the registration, development and maintenance of domain names, websites, social media accounts or other electronic marketing tools. All marketing materials, advertising materials or printed cups bearing Importer shall ensure that each reference to and use of the Frazil trademark must be provided Trademark by Us or Importer is in a manner from time to time approved by Us Brand Owner. (b) The permission to use the Trademark in writing. You acknowledge that federal trademark law gives Us the right Territory hereby granted shall not be capable of assignment by Importer and upon termination of this Agreement and all rights granted to control Importer to use the nature Trademark shall cease forthwith. (c) Importer acknowledges the title of Brand Owner to the Trademark in the Territory and quality elsewhere and agrees not to tamper with it or do any act which might invalidate such title or the registration of the products associated with Trademark, nor do any act which might support any application to remove the trademark and agree to allow Us to conduct Trademark from the necessary inspections, tests and audits to ensure compliance with the standards specified by Us. You are not entitled, either by implication register nor assist any other person directly or otherwise, to any title or interest indirectly in any trademark, trade name, logo, designsuch act. (d) The goodwill arising from the permitted use of the Trademark by the Importer shall accrue to Brand Owner. (e) Importer undertakes not to use in its business any other Trademark which is similar to, or copyright materials created by Ussubstantially similar to, or so nearly resembles the Trademark as to cause deception or confusion. During the Term, Importer will not own a lemon-based cordial product in the Territory. (f) Brand Owner shall make and maintain all necessary filings, registrations and renewals with respect to the Trademark within the Territory and use its commercially reasonable efforts to defend the Trademark and related intellectual property rights for all of the Products throughout the Territory. In the event that You ever discontinue selling the Frazil Product You agree to remove and destroy all Frazil branding and marketing materials from the Location(s) listed in Exhibit A. You further agree that you will not alter Importer learns of any infringement or remove the Frazil trademark from the machines or other Frazil products provided to You, nor rebrand or use any trademark other than Frazil in connection with the use and operation threatened Trade Dress infringement of the machines and other Frazil products; PRODUCT WARRANTY. We represent and warrant Trademark, or any common law passing-off by reason of imitations or otherwise, or that any third party alleges that the Products provided by Us complies Trademark is liable to cause deception or confusion to the public, Importer shall forthwith notify Brand Owner giving particulars thereof and Importer will, at Brand Owner’s expense, provide all reasonable information and assistance to Brand Owner. Brand Owner shall use all commercially reasonable means to protect and defend the Trademark and prosecute any valid material claim of infringement with Federalrespect to the Trademarks or similar rights pertaining to the Products. Subject to the immediately preceding sentences, State, any such proceedings shall be under the control and Local laws and will be expense of merchantable quality. If any Products do not conform to such warranty and You report such nonconformity to Us within ten Brand Owner. (10g) days of delivery, we will replace the nonconforming Product, through the Distributor without cost to You. Any liability for consequential and incidental damages is expressly disclaimed. Our liability The copyright in all events is limited brochures, pamphlets and material supplied by Brand Owner to Importer and relating to the purchase price paid; MACHINE OWNERSHIPProducts shall be and shall remain the property of Brand Owner. We maintain ownership Importer shall, upon termination of this Agreement, return such copyrighted materials to Brand Owner or dispose of as Brand Owner shall direct at the ▇▇▇▇ Ultra-2 Machine(s) provided to You cost of Brand Owner, all samples supplied by Brand Owner together with all such brochures and ownership NEVER transfers to You without a written sales agreement. We maintain the right to remove the machine(s) from Your location(s) for any reason. In the event that We deem it necessary to remove the machine(s), You agree to not impede or restrict the removal; The machine(s) may not be relocated or removed from the Location(s) without written consent from Us. The machine(s) may not be sold, bartered or rented. You agree to notify Us immediately of any Location(s) that are closing or transferring ownership; You also agree to inform the purchasing party of the location that the machine(s) are owned by Us, and not included materials as part of the sales/transfer of ownership of the store; and You acknowledge that failure to inform the new store owner of Our ownership of the machine is a misrepresentation of machine ownership status to the store owner;aforesaid.