Acquired Marks definition
Examples of Acquired Marks in a sentence
Buyer and its affiliates may license or permit sublicensing of any or all of its rights hereunder to another party in the OCP Field, provided that the license terms are at least as restrictive as those set forth in this Agreement as it concerns the use of the Acquired Marks, and that such licensing party takes reasonable actions to cause the licensee to comply with such terms and conditions of this Agreement.
Following the Closing, except as otherwise provided herein, the Sellers shall have no rights to use the Acquired Marks.
To the extent that Buyer and its affiliates comply with Sections 1.1 and 1.2, ADC and its affiliates shall not object to Buyer’s and its affiliates’ use, registration of, application to register, licensing, enforcement or authorization to others to use the Acquired Marks in connection with the OCP Field as provided in this Agreement.
ADC agrees that it will not, and shall cause its affiliates to not, at any time during the term of this Agreement, challenge (a) the validity of the Acquired Marks, (b) ownership of the Acquired Marks by Buyer or its affiliates, (c) any registration or application for registration of any Acquired Marks existing as of the Effective Date, or (d) any application for registration of any Acquired Marks within the OCP Field filed after the Effective Date.
ADC covenants that it will not, and shall cause its affiliates to not, at any time do or cause to be done any act or thing impairing or tending to impair the right, title or interest of Buyer or its affiliates in the Acquired Marks.
The Sellers agree that their use of the Acquired Marks shall be consistent with the past practices of the Sellers in connection with the Business and its operations and, with respect to such use, the Sellers shall adhere to substantially similar quality standards to which the Sellers adhered immediately prior to the Closing.
ADC acknowledges the sole ownership by Buyer and its affiliates of the Acquired Marks and all related goodwill.
Buyer and its affiliates may assign or otherwise transfer each of the Acquired Marks, provided that any such assignment or transfer shall be made expressly subject to all terms and conditions of this Agreement in a written Trademark Use Agreement signed by all parties to the assignment or transfer and stating that the assignee or transferee shall comply with the terms and conditions of this Agreement.
Assignor hereby authorizes and requests the United States Patent and Trademark Office, and any other official throughout the world whose duty it is to register and record ownership in trademark registrations and applications, to record Assignee as the assignee and owner of any and all of the Assignor’s rights in the Acquired Marks.
ADC shall not attempt to register, and shall cause its affiliates to not register, the Acquired Marks alone or as part of its own trademarks (other than the ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and the ADC Logo, as permitted hereunder) or attempt to register any marks confusingly similar to the Acquired Marks.