THE MANAGER TO RELEASE TO THE TRUST ANY MONEY OR OTHER PROPERTY
THEN HELD BY THE MANAGER FOR THE ACCOUNT OF THE TRUST OR ANY SUBSIDIARY UNDER
THIS AGREEMENT, THE MANAGER SHALL RELEASE SUCH MONEY OR OTHER PROPERTY TO THE
TRUST OR ANY SUBSIDIARY WITHIN A REASONABLE PERIOD OF TIME, BUT IN NO EVENT
LATER THAN 45 DAYS FOLLOWING SUCH REQUEST.
UPON DELIVERY OF SUCH MONEY OR OTHER
PROPERTY TO THE TRUST, THE MANAGER SHALL NOT BE LIABLE TO THE TRUST, ANY
SUBSIDIARY, THE BOARD OF TRUSTEES, OR THE SHAREHOLDERS OR THE INTEREST HOLDERS
OF ANY SUBSIDIARY FOR ANY ACTS OR OMISSIONS BY THE TRUST OR ANY SUBSIDIARY IN
CONNECTION WITH THE MONEY OR OTHER PROPERTY RELEASED IN ACCORDANCE WITH THIS
SECTION.
THE TRUST AND THE OPERATING PARTNERSHIP SHALL INDEMNIFY THE MANAGER
AND ITS AFFILIATES AND THEIR RESPECTIVE MANAGERS, OFFICERS, TRUSTEES, DIRECTORS,
EMPLOYEES AND MEMBERS AND ANY PERSON PROVIDING SUB-ADVISORY SERVICES TO THE
MANAGER AGAINST ANY AND ALL EXPENSES, LOSSES, DAMAGES, LIABILITIES, DEMANDS,
CHARGES AND CLAIMS OF ANY NATURE WHATSOEVER, WHICH ARISE IN CONNECTION WITH THE
MANAGER'S RELEASE OF SUCH MONEY OR OTHER PROPERTY IN ACCORDANCE WITH THE TERMS
OF THIS SECTION 16.
INDEMNIFICATION PURSUANT TO THIS PROVISION SHALL BE IN
ADDITION TO ANY RIGHT OF THE MANAGER TO INDEMNIFICATION UNDER SECTION 9 OF THIS
AGREEMENT.
SECTION 17.
USE OF NAME.
(A)
THE MANAGER HEREBY GRANTS TO THE TRUST AND THE SUBSIDIARIES DURING
THE TERM OF THIS AGREEMENT A NON-EXCLUSIVE, ROYALTY-FREE LICENSE TO USE THE
"PENNYMAC" BRAND, TRADEMARK, LOGO AND SERVICE MARKS AND ANY DERIVATION THEREOF
RELATED THERETO (THE "PENNYMAC BRAND") IN THE UNITED STATES.
NOTWITHSTANDING
THE FOREGOING, IT IS ACKNOWLEDGED AND AGREED THAT THE MANAGER AND ITS OTHER
AFFILIATES RETAIN THE RIGHT TO CONTINUE TO USE THE PENNYMAC BRAND DURING THE
TERM OF THIS AGREEMENT.
IT IS FURTHER ACKNOWLEDGED AND AGREED THAT UNDER NO
CIRCUMSTANCES SHALL THE MANAGER BE PROHIBITED FROM LICENSING OR TRANSFERRING THE
OWNERSHIP OF THE PENNYMAC BRAND TO THIRD PARTIES.
(B)
IN THE EVENT OF THE TERMINATION OF THIS AGREEMENT, THE TRUST SHALL
BE REQUIRED TO CEASE USING THE PENNYMAC BRAND AS PROMPTLY AS POSSIBLE, INCLUDING
BY CHANGING ITS NAME TO REMOVE THE WORD "PENNYMAC" THEREFROM AS PROMPTLY AS
PRACTICABLE.
THE PROVISIONS OF THIS SECTION 17(B) SHALL SURVIVE THE EXPIRATION
OR EARLIER TERMINATION OF THIS AGREEMENT.
SECTION 18.
MISCELLANEOUS.
(A)
NOTICES.
ALL NOTICES, REQUESTS AND DEMANDS TO OR UPON THE
RESPECTIVE PARTIES HERETO TO BE EFFECTIVE SHALL BE IN WRITING (INCLUDING BY
TELECOPY), AND, UNLESS OTHERWISE EXPRESSLY PROVIDED HEREIN, SHALL BE DEEMED TO
HAVE BEEN DULY GIVEN OR MADE WHEN DELIVERED AGAINST RECEIPT OR UPON ACTUAL
RECEIPT OF (1) PERSONAL DELIVERY, (2) DELIVERY BY REPUTABLE OVERNIGHT COURIER,
(3) DELIVERY BY FACSIMILE TRANSMISSION WITH TELEPHONIC CONFIRMATION OR
(4) DELIVERY BY REGISTERED OR CERTIFIED MAIL, POSTAGE PREPAID, RETURN RECEIPT
REQUESTED, ADDRESSED AS SET FORTH BELOW (OR TO SUCH OTHER ADDRESS AS MAY BE
HEREAFTER NOTIFIED BY THE RESPECTIVE PARTIES HERETO IN ACCORDANCE WITH THIS
SECTION 18):
30
The Trust and the Operating Partnership:
PennyMac Mortgage Investment Trust