Mark, or in the goodwill now or hereafter associated therewith.
Upon
termination or expiration of this Distributorship Agreement, the Licensor shall
make no further use of Distributor's Mark, for any purpose whatever or wherever,
nor employ or use any other trademark or trade names which gives the impression,
tends to suggest, or is likely to cause confusion with Distributor's Mark or any
part thereof.
Page 6 of 19
7.2
Distributor's License to Use Licensor's Trademarks or Trade
Names.
Licensor hereby grants to Distributor an exclusive (within the
Territory) royalty-free, license to use the trade names, trademarks, advertising
symbols, copyrighted materials and any other tangible or intangible property
rights relating to the Products and owned by the Licensor during the existence
of this Distributorship Agreement solely in connection with the marketing,
distribution and sale of the Products.
During the Term of this Distributorship
Agreement, Distributor may refer to itself as the exclusive "master distributor"
of the Products within the Territory.
Distributor acknowledges that, with the
exception of Distributor's Mark, all trademarks used to designate any of the
Product(s) are and shall remain the sole property of Licensor.
Distributor
covenants that it will not contest the validity of such trademarks or Licensor's
ownership of them in any proceeding or at any time.
With the exception of the
provisions of this Section 7.2, nothing in this Distributorship Agreement shall
be deemed to confer upon the Distributor any right, title, interest, or license
(express or implied) in any of Licensor's trademarks, or in the goodwill now or
hereafter associated therewith.
During the Term of this Distributorship
Agreement each trademark shall be used by the Distributor solely to designate
the Product(s) to which it refers and shall not be used in such manner as to
impair or dilute the same, nor otherwise than in accordance with instructions
given from time to time by Licensor.
During the Term of this Distributorship
Agreement, the right of Distributor to use the "KONG" trademark, or any other
trademark containing the term "KONG" (hereinafter collectively the "KONG
Marks"), in connection with the Products shall be exclusive within the
Territory, and Licensor shall not, and shall not provide any other entity with
the right to, use the KONG Marks in connection with any other goods or services
without Distributor's prior written consent (which consent shall not be
unreasonably withheld).
Upon termination of this Distributorship Agreement, the
Distributor shall make no further use of said trademarks or any trade name of
Licensor, for any purpose whatever or wherever, nor employ or use any other
trademark or trade names which gives the impression, tends to suggest, or is
likely to cause confusion: (a) with Licensor's trademarks or trade names or any
part thereof, or (b) that the Distributor continues to sell Licensor's
Product(s).
(A)
Notwithstanding the foregoing Section 7.2, in the event [i] that Licensor
determines to terminate this Distributorship Agreement for any reason, other
than as a result of a material breach of any of the terms and conditions of this