A 10.9 -GrantofSecurityInterestinTrademarks






GRANT OF SECURITY INTEREST (TRADEMARKS)
Dated:  December 17, 2014
The undersigned, THE ONE GROUP, LLC, a Delaware limited liability company (the "Grantor"), is obligated to BANKUNITED, N.A. (the "Secured Party") under the Term Loan Agreement, dated December 17, 2014, effective as of as of November 1, 2014 (as it may be amended, restated, supplemented or otherwise modified from time to time), by and among the Grantor, One 29 Park Management, LLC, STK-LAS Vegas, LLC, STK Atlanta, LLC, CA Aldwych Limited, HIP Hospitality Limited, STK Chicago LLC, STK Denver, LLC, STK-LA, LLC, STK Miami, LLC, STK Miami Service, LLC, STK Midtown Holdings, LLC, STK Midtown, LLC, STK Orlando LLC, T.O.G. (Aldwych) Limited, T.O.G. (UK) Limited, TOG Biscayne, LLC, WSATOG (Miami) LLC and STK Westwood, LLC, (collectively, the "Borrowers"), and the Secured Party, and pursuant to which the Borrowers have entered into a certain Fourth Amended and Restated Security Agreement, dated as of December 17, 2014 (as amended, restated, supplemented or otherwise modified from time to time, the "Security Agreement"), by and among the Borrowers and the Secured Party.
Pursuant to the Security Agreement, the Grantor has granted to the Secured Party a security interest in and to all of the present and future right, title and interest of the Grantor in and to the trademarks listed on Schedule 1, which trademarks are registered in the United States Patent and Trademark Office (the "Trademarks"), together with the goodwill of the business symbolized by the Trademarks and the applications and registrations thereof, and all proceeds thereof, including, without limitation, any and all causes of action which may exist by reason of infringement thereof (the "Collateral"), to secure the prompt payment, performance and observance of the Obligations (as defined in the Security Agreement).
For good and valuable consideration, the receipt of which is hereby acknowledged, and for the purpose of recording the grant of the security interest as aforesaid, the Grantor does hereby further grant to the Secured Party a security interest in the Collateral to secure the prompt payment, performance and observance of the Obligations.
The Grantor does hereby further acknowledge and affirm that the rights and remedies of the Secured Party with respect to the security interest in the Collateral made and granted hereby are set forth in the Security Agreement, the terms and provisions of which are hereby incorporated herein by reference as if fully set forth herein.
The Secured Party's address is: 623 Fifth Avenue, New York, New York 10022.
[Signature Page to Follow]



 






IN WITNESS WHEREOF, the Grantor has caused this Grant of Security Interest (Trademarks) to be duly executed by its duly authorized officer as of the date first set forth above.
THE ONE GROUP, LLC
By: /s/ Samuel Goldfinger        
Name:    Samuel Goldfinger
Title:    Chief Financial Officer

Signature Page to Grant of Security Interest (Trademarks)






STATE OF NEW YORK    )
)    ss.:
COUNTY OF NEW YORK    )
On the 17th day of December in the year 2014 before me, the undersigned, personally appeared Samuel Goldfinger, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.
/s/ Sonia Low____________________
Notary Public
My Commission Expires:
September 22, 2018______











Schedule 1
to
Grant of Security Interest (Trademarks)
by The ONE Group, LLC
Dated December 17, 2014













Service Marks and Trademarks of THE ONE GROUP, LLC
Revised: 12/12/2014


UNITED STATES




	
						
	

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	915-002


	STK
	SN:78/691,571 Filed 8/2/05


RN: 3188230 Issued: 12/19/06
	THE ONE GROUP, LLC
	(Class 43) Bar services; Restaurants.
	8 & 9 due: 12/19/16

	915-004




	Not Your Daddy’s Steakhouse
	SN: 77/003,892 Filed 9/21/06


RN:3,267,266 Issued: 7/24/07 
	The ONE Group, LLC
	(Class 43) Restaurant and bar services.
	8 & 9 due: 7/24/17

	915-006




	
	SN: 77/239,608 Filed 7/26/07


RN: 3,381,619
Issued: 2/12/08
	The ONE Group, LLC
	(Class 43) Restaurants; Bar services
	8 & 9 due: 2/12/18

	915-013
	STKOUT
	SN: 77/875,804
Filed:11/18/09
	The ONE Group, LLC
	 (Class 43) Bar and restaurant services; Cafe and restaurant services; Carry-out restaurants; Cocktail lounge services; Cocktail lounges; Providing of food and drink; Restaurants; Take-out restaurant services   
	Abandoned





1/19








	
						
	

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	915-014
	SHHH
	SN: 77/875,857
Filed:11/18/09
	The One Group LLC
	(Class 43) Bar and restaurant services; Cafe and restaurant services; Carry-out restaurants; Cocktail lounge services; Cocktail lounges; Providing of food and drink; Restaurants; Take-out restaurant services
	Abandoned

	915-015
	UNMISTKABLE
	SN: 77/917,096
Filed: 1/21/10


RN: 4,080,591
Issued: 1/3/12
	The ONE Group, LLC
	(Class 43) Bar services; Cafe and restaurant services; Cafe-restaurants; Cafes; Providing of food and drink; Restaurant and bar services; Restaurants; Serving of food and drink/beverages; Take-out restaurant services
	8&15 due: 1/3/18


Renewal due:  1/3/22

	915-017
	
	SN: 85/109,741
Filed: 08/17/10
	The One Group LLC
	(Class 43) Bar and cocktail lounge services; Bar and restaurant services; Bar services; Cafe and restaurant services; Cafes; Carry-out restaurants; Cocktail lounge services; Cocktail lounges; Providing of food and drink; Provision of food and drink in restaurants; Restaurants; Take-out restaurant services
	Abandoned.

	915-032
	
	SN: 85/379,387
Filed: 7/24/11


RN: 4,208,788
Issued: 9/18/12
	The ONE Group, LLC
	(Class 43) Cafe and restaurant services; Cafe-restaurants; Cafes; Carry-out restaurants; Providing of food and drink; Provision of food and drink in restaurants; Restaurant services; Restaurants; Take-out restaurant services
	8 & 15 due:
 9/18/18


Renewal 8 & 9 due: 9/18/22





2/19








	
						
	

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	915-032-CHLD
	
	SN: 85/976,398
Filed: 7/24/11
	The ONE Group, LLC
	(Class 43) Bar services; Bar and restaurant services
	Abandoned.

	915-036
	
[STK OUT – A GIRL’S GOTTA EAT]
	SN: 85/451,863
Filed: 10/20/11
	The ONE Group, LLC
	(Class 43) Bar services
	Abandoned.

	915-036-CHLD
	
[STK OUT – A GIRL’S GOTTA EAT]
	SN: 85/976,492
Filed: 10/20/11


RN: 4,234,247
Issued: 10/30/12
	The ONE Group, LLC
	(Class 43) Cafe services; Providing of food and drink; Restaurant services; Restaurant services, including sit-down service of food and take-out restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises; Serving food and drinks; Take-out restaurant services
	8 & 15 due: 10/30/18


Renewal 8 & 9 due: 10/30/22





3/19








	
						
	

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	915-038
	STK REBEL
	SN: 85/500,193
Filed: 12/20/11
	The ONE Group, LLC
	(Class 43) Bar services; Cafe services; Cocktail lounge services; Providing of food and drink; Restaurant services; Restaurant services, including sit-down service of food and take-out restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises; Take-out restaurant services
	Notice of Allowance: 7/17/12


Statement of Use, or 5th Ext, due: 1/17/15

	915-039
	MAGNUM MONDAY
	SN: 85/562,378
Filed: 3/7/12
	The One Group LLC
	(Class 41) Night Clubs
(Class 43) Bar Services; Café Services; Cocktail lounge services; Providing of food and drink; Restaurant services; Restaurant services, including sit-down service of food and take-out restaurant services; Serving food and drinks
	Abandoned.

	915-041
	MAGNUM MONDAY (Event Planning)
	SN: 85/571,229
Filed: 3/16/12
	The One Group LLC
	(Class 35) Arranging and conducting special events for business purposes; Arranging and conducting special events for commercial, promotional or advertising purposes; Special event planning for business purposes; Special event planning for commercial, promotional or advertising purposes
(Class 41) Arranging and conducting special events for social entertainment purposes; Special event planning for social entertainment purposes
	Abandoned.





4/19








	
						
	

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	915-057
	REBEL BY STK
	SN: 86/038,226
Filed: 8/14/13
	The ONE Group LLC
	(Class 43) Bar and cocktail lounge services; Bar and restaurant services; Cafe services; Cafes; Cocktail lounge services; Cocktail lounges; Restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises
	Notice of Allowance: 3/11/14


Statement of Use, or 2nd Ext, due: 3/11/15

	915-069
	STK
	SN: 86/229,587
Filed: 3/24/14


RN: 4,613,901
Issued: 9/30/14
	The ONE Group LLC
	(Class 41)  Arranging and conducting nightclub entertainment events; Arranging and conducting nightclub parties; Night clubs
	8 & 15 due 09/30/20


8 & 9 due 09/30/24





5/19








	
						
	

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	915-071
	MAGNUM MONDAYS
	SN: 86/320,170
Filed: 06/25/14
	The One Group LLC
	(Class 35) Arranging and conducting special events for business purposes; Arranging and conducting special events for commercial, promotional or advertising purposes; Special event planning for business purposes; Special event planning for commercial, promotional or advertising purposes
(Class 41) Arranging and conducting nightclub entertainment events; Arranging and conducting nightclub parties; Arranging and conducting special events for social entertainment purposes; Night clubs; Special event planning for social entertainment purposes
(Class 43) Bar services; Café and restaurant services; Cocktail lounge services; Providing of food and drink; Restaurant services; Serving food and drinks
	Non-Final Action Issued: 10/7/14.


Res. Due:
4/7/15

	916-002


	FSH
	SN: 78/698,929 filed 8/23/05
	The One Group LLC
	(Class 43) Bar services; Cafe-restaurants; Cafes; Restaurants.
	Abandoned

	916-003


	SLD
	SN: 78/698,932 filed 8/23/05
	The One Group LLC
	(Class 43) Bar services; Cafe-restaurants; Cafes; Restaurants.
	Abandoned





6/19








	
						
	

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	916-007


	PZZ
	SN: 77/205,488
filed: 6/13/07
	The One Group LLC
	(Class 43) Cafe-restaurants; Carry-out restaurants; Restaurant and bar services; Restaurants; Self service restaurants
	Abandoned

	916-008


	BRG
	SN: 77/205,496
filed: 6/13/07
	The One Group LLC
	(Class 43) Cafe-restaurants; Carry-out restaurants; Restaurant and bar services; Restaurants; Self service restaurants
	Abandoned

	916-014


	ICHI
	SN: 77/444,715
Filed 4/10/08
	The ONE Group, LLC
	(Class 41) Night clubs 
 
(Class 43) Café and restaurant services; Café-restaurants; Restaurant, bar and catering services; Restaurants; Cafes; Cocktail lounges; Wine bars; Bar services
	Abandoned

	916-015


	FSH
	SN:  77/697,785
Filed: 3/24/09 
	The One Group LLC
	(Class 43) Bar and restaurant services; Cafe-restaurants; Cafes; Cocktail lounges; Restaurants
	Abandoned

	916-018
	ONE ROCKS
	SN:  77/711,156
Filed: 4/9/09
	The ONE Group, LLC
	(Class 41) Night clubs 
 
(Class 43) Cocktail lounges; restaurant and bar services; restaurants; wine bars.
	Suspended 1/6/10
Still suspended as of 12/12/14





7/19








	
						
	

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	916-024
	YI
	SN: 77/840,881
Filed: 10/4/09
	The ONE Group, LLC
	(Class 43) Bar and cocktail lounge services; Bar and restaurant services; Bar services; Cafe and restaurant services; Cafes; Cocktail lounges; Food preparation services; Preparation of food and beverages; Providing of food and drink; Provision of food and drink in restaurants; Restaurant; Restaurant services, namely, providing of food and beverages for consumption on and off the premises; Restaurants; Serving of food and drink/beverages
	Abandoned

	916-025
	ASELLINA
	SN: 77/841,398
Filed: 10/5/09


RN: 3,967,067
Issued: 5/24/2011
	The ONE Group, LLC
	(Class 43) Bar and cocktail lounge services; Bar and restaurant services; Bar services; Cafe and restaurant services; Cafes; Cocktail lounges; Food preparation services; Providing of food and drink; Provision of food and drink in restaurants; Restaurant services, namely, providing of food and beverages for consumption on and off the premises; Restaurants; Serving of food and drink/beverages; Wine bars
	8 & 15 due: 5/24/17


Renewal due: 5/24/21 





8/19








	
						
	

PGC NO.
	

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STATUS



	916-031
	TWENTY33
	SN: 85/070,542
Filed: 6/24/09
	The One Group LLC
	(Class 41) Night clubs
(Class 43) Bar services; Cocktail lounges; Preparation of food and beverages; Providing of food and drink; Restaurant services; Restaurants
	Abandoned

	916-033-parent
	HERAEA
	SN: 85/615,048
Filed: 5/2/12
	The One Group LLC
	(Class 25) Athletic shoes; Baseball caps; Bathrobes; Beach shoes; Bolo ties; Bow ties; Boxer shorts; Bras; Cap visors; Caps; Coats; Flip flops; Gloves; Halter tops; Hats; Head scarves; Headwear; Hooded sweat shirts; Jackets; Leather jackets; Leg-warmers; Leggings; Lingerie; Loungewear; Nightshirts; Pajama bottoms; Pajamas; Panties; Pants; Raincoats; Sandals; Scarves; Shirts; Shoes; Shorts; Skirts; Skorts; Skullies; Sleepwear; Slipper socks; Slippers; Sneakers; Socks; Sport coats; Sports bra; Sweat bands; Sweat pants; Sweat shirts; Sweat shorts; Sweat suits; Sweaters; T-shirts; Tank tops; Ties; Underwear; Wrist bands
	Abandoned as per client 10/02/14





9/19








	
						
	

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	916-033-child
	HERAEA
	SN: 85/978,974
Filed: 5/2/12


RN: 4,344,289
Issued: 5/28/13
	The ONE Group, LLC
	(Class 41) Arranging and conducting nightclub entertainment events; Arranging and conducting nightclub parties; Night clubs.
(Class 43) Bar services; Cocktail lounge services; Restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises.
	8 & 15 Due:
5/28/19


Renewal Due:
5/28/23

	916-034
	WHERE GIRLS GO TO PLAY
	SN: 85/615,109
Filed: 5/2/12


RN: 4,339,908
Issued: 5/21/13
	The ONE Group, LLC
	(Class 41) Arranging and conducting nightclub entertainment events; Arranging and conducting nightclub parties; Night clubs.
(Class 43) Bar services; Cocktail lounge services; Restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises.
	8 & 15 Due:
5/21/19


Renewal Due:
5/21/23





10/19








	
						
	

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	916-035
	WHERE GIRLS PLAY HARD
	SN: 85/615,123
Filed: 5/2/12
	The ONE Group, LLC
	(Class 41) Arranging and conducting nightclub entertainment events; Arranging and conducting nightclub parties; Night clubs.
(Class 43) Bar services; Café services; Cocktail lounge services; Restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises.
	Abandoned.





11/19








	
						
	

PGC NO.
	

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	(CLASS) GOODS
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	916-036
	XISHI
	SN: 85/699,765
Filed: 8/9/12
	The ONE Group, LLC
	(Class 25) Athletic shoes; Baseball caps; Beach shoes; Belts; Bottoms; Bow ties; Boxer shorts; Bras; Briefs; Briefs; Caps; Coats; Flip flops; Gloves; Gym shorts; Halter tops; Hats; Head scarves; Headwear; Hooded sweat shirts; Jackets; Leggings; Lingerie; Loungewear; Night shirts; Pajama bottoms; Pajamas; Panties; Pants; Rainwear; Sandal-clogs; Sandals; Sandals and beach shoes; Scarves; Shirts; Shoes; Shorts; Sleepwear; Slipper socks; Sneakers; Socks; Sports bras; Stockings; Suspenders; Sweat bands; Sweat pants; Sweat shirts; Sweat suits; Swimwear; T-shirts; Tank-tops; Ties; Tops; Underwear


(Class 41) Arranging and conducting nightclub entertainment events; Arranging and conducting nightclub parties; Night clubs


(Class 43) Bar services; Cafe services; Cocktail lounge services; Restaurant services; Restaurant services, including sit-down service of food and take-out restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises
	Abandoned as per client 10/02/14





12/19








	
						
	

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STATUS



	916-037
	XI SHI
	SN: 85/700,437
Filed: 8/10/12
	The ONE Group, LLC
	(Class 25) Athletic shoes; Baseball caps; Bathrobes; Beach shoes; Belts; Bottoms; Bow ties; Boxer shorts; Bras; Briefs; Caps; Coats; Flip flops; Footwear; Gloves; Halter tops; Hats; Head scarves; Head wear; Headwear; Hooded sweatshirts; Jackets; Leggings; Lingerie; Loungewear; Night shirts; Pajama bottoms; Pajamas; Panties; Pants; Rain wear; Raincoats; Rainwear; Sandal-clogs; Sandals; Scarves; Shirts; Shoes; Shorts; Skirts; Skorts; Sleepwear; Slipper socks; Slippers; Sneakers; Sweat bands; Sweat pants; Sweat shirts; Sweat suits; Swim suits; Swim wear; T-shirts; Tank tops; Ties; Tops; Underwear; Wristbands


(Class 41) Arranging and conducting nightclub entertainment events; Arranging and conducting nightclub parties; Night clubs


(Class 43) Bar services; Cafe services; Cocktail lounge services; Restaurant services; Restaurant services, including sit-down service of food and take-out restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises
	Abandoned as per client 10/02/14





13/19








	
						
	

PGC NO.
	

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STATUS



	916-038
	CUCINA ASELLINA
	SN: 85/716,127
Filed: 8/29/12


RN: 4,323,998
Issued: 4/23/13
	The ONE Group, LLC
	(Class 43) Bar services; Food preparation services; Providing of food and drink; Restaurant services; Restaurant services, including sit-down service of food and take-out restaurant services; Restaurant services, namely, providing of food and beverages for consumption on and off the premises; Wine bars
	8 & 15 Due:
4/23/19


Renewal Due:
4/23/23





14/19








	
						
	

PGC NO.
	

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STATUS



	916-039
	RHYTHM HOTEL
	SN: 85/726,014
Filed: 9/11/12
	The ONE Group, LLC
	(Class 43) Hotel accommodation services; Hotel services; Residential hotel services; Spa services, namely, providing temporary accommodations and meals to clients of a health or beauty spa.
(Class 44) Day spa services, namely, nail care, manicures, pedicures and nail enhancements; Health spa services for health and wellness of the body and spirit, namely, providing massage, facial and body treatment services, cosmetic body care services; Health spa services, namely, body wraps, mud treatments, seaweed treatments, hydrotherapy baths, and body scrubs.
(Class 45) Hotel concierge services.
	Notice of Allowance: 9/24/13


SOU, or 3rd Ext., Due: 3/24/15

	916-050 (formerly 484-006)
	THE ONE NEW YORK
	SN: 78/528,391 Filed 12/7/04
	THE ONE GROUP, LLC
	(Class 43) restaurants, cafes, bar services, cocktail lounges.
	Suspended on 7/27/05.
Still suspended as of 12/12/14, despite submission of Segal Aff’d 2/15/14





15/19








	
						
	

PGC NO.
	

MARK
	APPLICATION/
REGISTRATION NO.
	

APPLICANT/
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	(CLASS) GOODS
AND/OR
SERVICES
	

STATUS



	916-051 (formerly 484-007)
	THE ONE NEW ORLEANS
	SN: 78/528,405 Filed 12/7/04
	THE ONE GROUP, LLC
	(Class 43) restaurants, cafes, bar services, cocktail lounges.
	Suspended on 7/27/05.
Still suspended as of 12/12/14, despite submission of Segal Aff’d 2/15/14

	916-052 (formerly 484-008)
	THE ONE LAS VEGAS
	SN:78/528,408 Filed 12/7/04
	THE ONE GROUP, LLC
	(Class 43) restaurants, cafes, bar services, cocktail lounges.
	Suspended on 7/27/05.
Still suspended as of 12/12/14, despite submission of Segal Aff’d 2/15/14

	916-053
(formerly 484-009)
	THE ONE CHICAGO
	SN: 78/528,416 Filed 12/7/04
	THE ONE GROUP, LLC
	(Class 43) restaurants, cafes, bar services, cocktail lounges.
	Abandoned as per client 11/18/14



	916-054 (formerly 484-010)
	THE ONE LOS ANGELES
	SN: 78/528,424 Filed 12/7/04
	THE ONE GROUP, LLC
	(Class 43) restaurants, cafes, bar services, cocktail lounges.
	Suspended on 7/27/05.
Still suspended as of 12/12/14, despite submission of Segal Aff’d 2/15/14





16/19








	
						
	

PGC NO.
	

MARK
	APPLICATION/
REGISTRATION NO.
	

APPLICANT/
REGISTRANT


	(CLASS) GOODS
AND/OR
SERVICES
	

STATUS



	916-055 (formerly 484-011)
	THE ONE GROUP
	SN: 78/528,430 filed 12/7/04
	THE ONE GROUP, LLC
	(Class 43) restaurants, cafes, bar services, cocktail lounges.
	Non-Final Action Issued: 11/20/14


Response due: 05/20/15

	916-056 (formerly 484-018)
	THE ONE MIAMI
	SN:78/663,799 Filed 7/5/05
	THE ONE GROUP, LLC
	(Class 43) restaurants, cafes, bar services, cocktail lounges.
	Suspended on 7/27/05.
Still suspended as of 12/12/14, despite submission of Segal Aff’d 2/15/14

	916-057 (formerly 484-019)
	THE ONE ATLANTIC CITY
	SN:78/663,803 Filed 7/5/05
	THE ONE GROUP, LLC
	(Class 43) restaurants, cafes, bar services, cocktail lounges.
	Suspended on 7/27/05.
Still suspended as of 12/12/14, despite submission of Segal Aff’d 2/15/14





17/19








	
						
	

PGC NO.
	

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	APPLICATION/
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APPLICANT/
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	(CLASS) GOODS
AND/OR
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STATUS



	916-064
	ONE LAS VEGAS
	SN: 86/205,944
Filed: 02/27/14
	The One Group LLC
	(Class 035) Real estate marketing services in the field of condominiums and apartments


(Class 036) Real estate services, namely, condominium management services; Real estate services, namely, property management services for condominium associations, homeowner associations and apartment buildings
	Pending


Resp to Non-Final Action filed: 12/03/14

	916-065
	ONE
	SN: 86/206,041
Filed: 02/27/14
	The One Group LLC
	(Class 035) Real estate marketing services in the field of condominiums and apartments


(Class 036) Real estate services, namely, condominium management services; Real estate services, namely, property management services for condominium associations, homeowner associations and apartment buildings
	Closed.
Assigned to SH Group in Settlement of 916-075.







18/19








	
						
	

PGC NO.
	

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	APPLICATION/
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APPLICANT/
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	(CLASS) GOODS
AND/OR
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STATUS



	916-066
	THE ONE
	SN: 86/206,062
Filed: 02/27/14
	The One Group LLC
	(Class 035) Real estate marketing services in the field of condominiums and apartments


(Class 036) Real estate services, namely, condominium management services; Real estate services, namely, property management services for condominium associations, homeowner associations and apartment buildings
	Pending


Response to (06/12/14) Non-Final Action filed 12/10/14

	917-002


	COCO DE VILLE
	SN: 77/333,751 filed 11/20/07


RN: 3,658,860                  
Issued: 7/21/09




	The ONE Group, LLC
	(Class 41) Night clubs
(Class 43) Restaurant and bar services; Restaurants; Cocktail lounges; Wine bars
	8 & 15 due: 7/21/15


Renewal due:  7/21/19

















19/19