Marks. (A) None of the Marks included in the Product IP conflict or interfere with any Mark registered or applied for by any other Person and # no event or circumstance has occurred or exists that has resulted in or could reasonably be expected to result in the abandonment of any of the Marks included in the Product IP, except as would not materially impair the operation or conduct of the Business or has been abandoned or allowed to lapse in the reasonable business judgement of the Seller.

Marks. The Opt-Out Party will assign to the Continuing Party all right, title and interest in and to those Marks used exclusively with such Reversion Product (excluding ACTR Marks and any such Marks that include, in whole or part, any corporate name or logo). For clarity, Unum will own all ACTR Marks in the Territory.

Marks. Neither Party shall acquire any right, title or interest in any of the trademarks, service marks or logos belonging to the other Party. No right or license, whether express or implied, is granted to one Party by the other Party, except to the extent expressly authorized by this Agreement.

The Company Parties acknowledge and agree that nothing herein contained shall give to a Company Party any right, title or interest in any of the Bank Marks (except the limited right to use the Company Marks in accordance with the terms of this Agreement), that the Bank Marks are the sole and exclusive property of Bank or its Affiliates, and that all goodwill from any and all uses by the Company Parties of any of the Bank Marks shall inure solely to the benefit of Bank or its Affiliates.

Ownership of Licensed Marks. As between the Parties, UroGen shall retain all right, title and interest in and to its Licensed Marks. Nothing in this ARTICLE 7 shall restrict or derogate UroGen’s rights with respect to enforcement or defense of the Licensed Marks.

(a) ​ after the Closing Date, the Seller shall (and shall cause each of its Affiliates to) eliminate all use of all of the Marks included in the Product IP (other than as necessary to perform its obligations under this Agreement and any other Transactional Agreements), in any of their forms or spellings, including on all products, signage, vehicles, properties, tools, machinery, advertising, stationery, business cards, checks, purchase orders and acknowledgments, customer agreements and other contracts, business documents and marketing materials in any countries.

“Bank Marks” means the marks contained in ​ (or any successors thereto).

thereto, in connection with such Party’s marketing or promotion of Products under this Agreement, except as may be expressly authorized in connection with activities under Section 8.3 or any Co-Promotion Agreement and except to the extent required to comply with Applicable Law. Unum will own all Marks relating to “ACTR” or “ACTR T-cells” (collectively, the “ACTR Marks”) in the Territory. Other than the ACTR Marks, the Lead Commercializing Party will own all Marks with respect to the applicable Products in the Shared Territory. Other than the ACTR Marks, SGI will own all Marks with respect to the Products in the Licensed Territory.

Written Instructions. The Company Parties shall comply with the written specifications for the use of the Bank Marks (including specifications on the form of the Bank Marks used), which specifications may be modified from time to time by Bank and provided to a Company Party. The Company Parties shall provide Bank with such information concerning the Company Parties’ use of the Bank Marks as may reasonably be requested by Bank from time to time, including information concerning the manner in which the Bank Marks are being used. The Company Parties also shall, upon Bank’s reasonable request, provide Bank with samples of the uses by the Company Parties of the Bank Marks.

Infringement Proceedings. Bank shall take no action of any kind with respect to marks deemed confusingly similar to any of the Company Marks, except with the express written authorization of Company, and shall, at the request and expense of Company, cooperate in such action as Company may deem appropriate under the circumstances for the protection of the Company Marks. Notwithstanding the foregoing, it is understood and agreed that Company shall take all reasonable steps to prevent infringement of the Company Marks by any credit provider.