SUCH GOVERNMENTAL
AUTHORITY TO SUCH REDACTIONS AND, IN ANY EVENT, EACH PARTY SHALL (OR, IN THE
CASE OF ANY GOVERNMENTAL AUTHORITY OTHER THAN THE COMMISSION, SHALL USE ITS
REASONABLE BEST EFFORTS TO) PROVIDE THE OTHER PARTY WITH REASONABLE ADVANCE
NOTICE OF ANY SUBSEQUENT DISCLOSURE OR FILING OF ANY SUCH ALLIANCE AGREEMENT OR
RELATED DOCUMENT CONTAINING ANY PREVIOUSLY REDACTED INFORMATION.
(C)
THE PARTIES SHALL COOPERATE WITH EACH OTHER IN GOOD FAITH IN (X) JOINT
PUBLIC RELATIONS ANNOUNCEMENTS NOT CONTEMPLATED BY PARAGRAPH (B) ABOVE THAT ARE
APPROVED IN WRITING IN ADVANCE BY BOTH PARTIES AND (Y) OTHER ONGOING JOINT
PUBLIC RELATIONS IN RESPECT OF THE ALLIANCE, AS MUTUALLY AGREED BY THE PARTIES.
SECTION 6.03.
FACILITIES.
UNLESS EXPRESSLY REQUIRED PURSUANT TO ANY OTHER
ALLIANCE AGREEMENT, OR AS OTHERWISE AGREED BY THE PARTIES, THE PARTIES WILL
SATISFY THEIR OBLIGATIONS UNDER THE ALLIANCE AGREEMENTS AT THEIR RESPECTIVE
FACILITIES.
SECTION 6.04.
LOGO LICENSING.
(A)
EACH PARTY HEREBY GRANTS THE OTHER PARTY A WORLDWIDE, NON-EXCLUSIVE,
NON-TRANSFERABLE, RIGHT AND LICENSE TO USE THE OTHER PARTY'S LOGO (THE ACI LOGO
OR THE IBM LOGO, AS THE CASE MAY BE), SUCH RIGHT AND LICENSE TO EXPIRE UPON THE
EFFECTIVE DATE OF THE TERMINATION OF THE BASE ALLIANCE AGREEMENTS IN ACCORDANCE
WITH ARTICLE VIII, SOLELY ON MARKETING MATERIALS AND SOLELY ON THE OTHER PARTY'S
WEBSITE IN STRICT ACCORDANCE WITH THE TERMS OF THIS SECTION 6.04. EACH PARTY
AGREES TO DISPLAY AND USE THE OTHER PARTY'S LOGO SOLELY IN THE FORM, MANNER AND
STYLE REQUIRED BY THE IBM LOGO USAGE GUIDELINES AND THE ACI LOGO USAGE
GUIDELINES LISTED IN ANNEXES A AND B, AS APPLICABLE.
17
(B)
ALL OWNERSHIP RIGHTS IN EACH PARTY'S LOGO BELONG EXCLUSIVELY TO THAT
PARTY.
NEITHER PARTY HAS ANY OWNERSHIP RIGHTS IN THE OTHER PARTY'S LOGO AND
SHALL NOT ACQUIRE ANY OWNERSHIP RIGHTS IN THE OTHER PARTY'S LOGO AS A RESULT OF
ITS PERFORMANCE (OR BREACH) OF THIS SECTION 6.04.
ALL USE AND GOODWILL CREATED
FROM SUCH USE OF THE OTHER PARTY'S LOGO OR VARIATIONS THEREON SHALL INURE SOLELY
TO THE BENEFIT OF THE OWNING PARTY.
UPON TERMINATION OF THIS AGREEMENT ALL
RIGHTS TO USE THE OTHER PARTY'S LOGO SHALL TERMINATE IMMEDIATELY EXCEPT AS
OTHERWISE PROVIDED HEREIN.
(C)
EACH PARTY AGREES:
(I) NOT TO TAKE ANY ACTION WHICH WILL INTERFERE WITH ANY OF THE OTHER PARTY'S
RIGHTS IN AND TO THE OTHER PARTY'S LOGO;
(II) NOT TO CHALLENGE THE OTHER PARTY'S RIGHT, TITLE OR INTEREST IN AND TO ITS
LOGO OR THE BENEFITS THEREFROM;
(III) NOT TO MAKE ANY CLAIM OR TAKE ANY ACTION ADVERSE TO THE OTHER PARTY'S
OWNERSHIP OF ITS LOGO;
(IV) NOT TO REGISTER OR APPLY FOR REGISTRATIONS, ANYWHERE, FOR THE OTHER PARTY'S
LOGO OR ANY OTHER MARK WHICH IS SIMILAR TO THE OTHER PARTY'S LOGO OR WHICH
INCORPORATES THE OTHER PARTY'S LOGO; AND
(V) NOT TO USE ANY MARK, ANYWHERE, WHICH IS CONFUSINGLY SIMILAR TO THE OTHER
PARTY'S LOGO.
(D)
EACH PARTY AGREES THAT IT IS OF FUNDAMENTAL IMPORTANCE THAT EACH PARTY'S
WEBSITE AND MARKETING MATERIALS BEARING THE OTHER PARTY'S LOGO BE OF