This Trademark and Logo Usage Agreement (“Agreement”) governs your use of any CobbleStone Systems Corp. d/b/a CobbleStone Software (“CobbleStone”) trademarks, logos, service marks, branding, or other distinctive features (“Features”). By using any Feature, you agree to be bound by the following terms and conditions.
- License Grant. Subject to the terms and conditions of this Agreement, and provided that CobbleStone expressly approves your permission request, CobbleStone hereby grants you a non-transferrable, non-exclusive, royalty-free, limited license to use the CobbleStone Features. Except for the limited right to use as expressly permitted under this Agreement, no other rights of any kind are granted hereunder, by implication or otherwise.
- Ownership of Features. By using any Feature, you acknowledge that CobbleStone is the sole owner of the Features and you agree that you will not interfere with CobbleStone’s rights in such Features, including challenging CobbleStone’s use of, registration of, or application to register any Feature, alone or in combination with other words, anywhere in the world. Your use of any part of a Feature will inure exclusively to the benefit of CobbleStone.
- Use of Features. You may use the Features solely for marketing or other publicity purposes for the benefit of CobbleStone. You agree that you will not harm, misuse, or bring into disrepute any Feature or use a Feature in any manner likely to diminish the Feature’s commercial value. You will not use any Feature in a confusing manner or in any way that suggests that CobbleStone is affiliated with, sponsors, approves of, or endorses you, your organization, or your products and services. You also agree to comply with the following requirements in your use of any Feature:
- Always capitalize the “C” and the “S” in CobbleStone and write as one word (i.e. “CobbleStone”). When using CobbleStone Software, insert a space between CobbleStone and Software and capitalize the “S” in Software.
- Do not modify, distort, change the scale or color of, rotate, or add additional elements to any Feature.
- Use only the full-color, high-quality version of each Feature provided directly by CobbleStone’s marketing team (or available by request from marketing@CobbleStoneSoftware.com).
- Place the Features on solid backgrounds (preferably white) and not over an image or pattern. Do not apply any shadows, shading, or other artistic effects.
- The amount of clear space around the CobbleStone logo should be equal to or greater than 25 pixels.
- Be honest and accurate in your use of the Features. Do not combine, reword, or otherwise incorporate any Feature or the CobbleStone Software name in part or whole with other names, particularly in any manner that may imply endorsement, affiliation, or approval of CobbleStone.
- Do not use CobbleStone’s name or the Features in giveaways, lead gathering efforts, or other events without CobbleStone’s prior written approval.
- Do not use CobbleStone’s name or the Features in connection with any pornography, illegal activities, or other materials that are defamatory, libelous, obscene, or otherwise objectionable.
- Written materials, such as web pages, must be marked to indicate that any Feature used is owned by CobbleStone.
CobbleStone may, but is under no obligation to, monitor your use of the Features and you agree to provide samples of any materials using the Features, without charge, upon CobbleStone’s request. If CobbleStone, in its sole discretion, determines that your use of the Features does not comply with the terms and conditions of this Agreement, CobbleStone may terminate this Agreement in accordance with section 5.
- Disclaimer; Limitation of Liability. THE FEATURES ARE PROVIDED “AS IS” AND COBBLESTONE DISCLAIMS ANY WARRANTIES EITHER EXPRESSED OR IMPLIED BY LAW REGARDING THE FEATURES, INCLUDING WARRANTIES OF NONINFRINGEMENT. Furthermore, because you are not being charged for use of the Features, IN NO EVENT SHALL COBBLESTONE BE LIABLE TO YOU FOR THE SUBJECT MATTER OF THIS AGREEMENT UNDER ANY THEORY OF LIABILITY INCLUDING FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, OR OTHER DAMAGES ARISING OUT OF THIS AGREEMENT OR THE USE OF THE FEATURES. This limitation shall apply even if CobbleStone was or should have been aware or advised of the possibility of such damages. Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you.
- Indemnification. You agree to indemnify, defend, and hold harmless CobbleStone against any and all claims, damages, costs, and expenses (including reasonable attorneys’ fees) related to your non-compliance with this Agreement.
- Termination. CobbleStone may terminate this Agreement or revoke your permission to use the Features at any time by providing written notice to you. Upon receipt of written notice of termination, you agree to promptly discontinue all use of the Features.
- Miscellaneous. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. You may not assign your rights or delegate your obligations under this Agreement without the prior written consent of CobbleStone. This Agreement is not intended to benefit, nor shall it be deemed to give rise to, any rights in any third party. The waiver by CobbleStone of a breach of any provision hereof shall not be taken or held to be a waiver of the provision itself. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of this Agreement shall remain in full force and effect. This Agreement shall not be construed or deemed to create any partnership, joint venture, agency, franchise, or other form of relationship between the parties other than as expressly set forth herein. CobbleStone may revise these terms from time to time by providing you with notice of the revisions via email. Your continued use of any Feature following such notice will constitute your acceptance of the revisions. This Agreement will be governed by and construed in accordance with the laws of the State of New Jersey, without regard to conflict of law principles. The venue for any dispute or claim arising out of or in connection with this Agreement shall be in Camden County, New Jersey.