Entity Marks definition
Examples of Entity Marks in a sentence
At the HOF Entities’ expense, the Company shall take such action as the HOF Entities may reasonably request to effect, perfect or confirm the HOF Entities’ (or the applicable HOF Entity’s) ownership of, and any other rights in, the HOF Entity Marks.
As between the Company and the HOF Entities, the HOF Entities (or the applicable HOF Entity) shall at all times be the sole and exclusive owner of all rights in and to the HOF Entity Marks, subject to the rights of the Company with respect to the use thereof as set forth in this Agreement.
The Company will not use any trademark (other than the Co-Branded Village Marks) that is confusingly similar to the HOF Entity Marks (or any of them).
Throughout the Term and thereafter: (i) all right, title and interest in and to the HOF Entity Marks and any derivatives thereof, including the goodwill associated therewith, shall remain vested in the HOF Entities (or the applicable HOF Entity), subject to the rights of the Company with respect to the use thereof as set forth in this Agreement, and (ii) all use of the HOF Entity Marks shall inure to the benefit of the HOF Entities (or the applicable HOF Entity).
All goodwill accrued by, and due to, use of the HOF Entity Marks anywhere by the Company, a Designated Affiliate or any Person claiming a right thereto by, through or under the Company or a Designated Affiliate shall be the sole and exclusive property of the HOF Entities (or the applicable HOF Entity).
The Company accepts and acknowledges that the Intellectual Property licensed to or owned directly or indirectly by the HOF Entities (or either of them), including the HOF Entity Marks (which shall include the Village Logos), are Intellectual Property and important assets of the HOF Entities.
The HOF Entities and each HOF Entity, individually, shall have the exclusive right to control all aspects of policing and enforcement of the HOF Entity Marks (including the Village Logo).
Upon notice by the HOF Entities to the Company of any use of the HOF Entity Marks by the Company, a Designated Affiliate or any Person claiming a right thereto by, through or under the Company or a Designated Affiliate not in compliance with this Section 3.2, the Company shall, as promptly as possible, use commercially reasonable efforts to withdraw any violating materials that use any HOF Entity ▇▇▇▇.
Following the HOF Entities’ initial approval of such use, the Company shall have the right to use the HOF Entity Marks without further permissions so long as a subsequent use does not materially deviate from a previously approved use and such use is consistent with the “style guides” attached hereto as Exhibits J and L, as applicable.
This license expressly prohibits any pass-through rights or the use of the HOF Entity Marks by any third party, except (x) to Constellation’s subsidiaries and brands for use in a manner consistent with clauses (i) through (iii) hereof or (y) with the express written consent of the HOF Entities (or the appropriate HOF Entity).