Subject to all the terms and conditions of the Agreement and this Exhibit, during the Service Period of the Agreement, Seagate hereby grants Company a limited, non-exclusive, non-transferable, non-assignable, revocable license, without a right to grant further sublicenses, to use, reproduce, affix, distribute, and display the Seagate Lyve™ trademarks set out in clause 3, below (“Seagate Mark”) and Seagate-approved marketing content on the Company website, and in the Company marketing content; to promote, market, and facilitate the Services and the User license specified in Section 2 of the Agreement or as otherwise mutually agreed by the parties. All rights not expressly granted hereunder by Seagate are expressly reserved to Seagate.
Seagate, in its sole discretion, may change the appearance and style of any Seagate Mark.
Company’s USE OF SEAGATE MARK. Company hereby acknowledges and agrees that:
except as set forth herein, Company has no rights, title or interest in or to any Seagate Mark;
Company will take no action inconsistent with Seagate’s rights in any Seagate Mark;
Company will not make any disparaging use of any Seagate Mark or use any Seagate Mark in a manner that unfavorably reflects upon the goodwill, reputation, or image of Seagate or Seagate Mark;
Company will not use any Seagate Mark except as permitted herein;
Company agrees not to register or attempt to register any of any Seagate Mark (or any potentially confusing name or trademark) in any manner, including, without limitation, as or part of a trademark, service mark, logo, slogan, Internet domain name or otherwise;
Company will not use any Seagate Mark (or any potentially confusing name or trademark) in any domain name or website key words or metadata. Company will not use any Seagate Mark in a manner likely to cause confusion as to the source of Company’s products or services, or any endorsement of Company or its products or services by Seagate;
all use of any Seagate Mark by Company will inure solely to the benefit of Seagate;
Company shall not modify any Seagate Mark;
Company shall not use Seagate’s Mark as part of any Company product names;
Company’s use of any Seagate Mark along with any other trademark shall be physically separated from the other trademarks, and displayed in a size and style no less prominent than the other trademarks;
Should Company acquire any rights in, or registration(s) or application(s) for, any Seagate Mark by operation of law or otherwise, Company will immediately assign such rights, registrations or applications to Seagate, along with any and all associated goodwill; and
Company shall inform Seagate of any known or suspected unauthorized misuse of any Seagate Trademark.