Trademark Assignment

SCHEDULE B

 

TRADEMARK ASSIGNMENT

 

THIS TRADEMARK ASSIGNMENT (ÒAssignmentÓ), effective as of the [Day] day of [Month, Year] (the ÒEffective DateÓ), is by and between _________, a citizen of _________, with a residence at ______________ individually, and on behalf of [company], a corporation formed in accordance with the laws of [jurisdiction] (collectively, the ÒAssignorÓ) and The Plone Foundation, a corporation formed in accordance with the laws of Delaware (the ÒAssigneeÓ), with a place of business in Houston, Texas, U.S.A.

 

WHEREAS, contemporaneous with the execution of this Assignment, Assignor and Assignee are executing an Intellectual Property Assignment Agreement to which this Assignment is referenced and attached;

 

WHEREAS, Assignor is the owner of all right, title and interest in and to the trademarks, both under common law and the corresponding registrations and/or applications for registration set forth on Exhibit 1 (collectively, the ÒTrademarksÓ), together with the goodwill of the business connected with and symbolized by the Trademarks; and

 

WHEREAS, Assignee desires to acquire all right, title and interest in and to the Trademarks.

 

NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are acknowledged, the parties hereby agree as set forth below.

 

Assignor hereby sells, assigns, transfers and otherwise conveys to Assignee the entire right, title, interest in and to the Trademarks in the United States and all jurisdictions outside the United States, together with the goodwill of the business connected with and symbolized by the Trademarks (including, without limitation, the right to renew any registrations included in the Trademarks, the right to apply for trademark registrations within or outside the United States based in whole or in part upon the Trademarks, and any priority right that may arise from the Trademarks), the same to be held and enjoyed by Assignee as fully and entirely as said interest could have been held and enjoyed by Assignor had this sale, assignment, transfer and conveyance not been made.

 

Assignor authorizes the Commissioner of Trademarks of the United States and other empowered officials of the United States Patent and Trademark Office and officials in any applicable jurisdictions outside the United States to record the transfer of the registrations and/or applications for registration set forth on Exhibit 1 to Assignee as assignee of AssignorÕs entire right, title and interest therein. Assignor agrees to further execute any documents reasonably necessary at any time now or in the future to effect and/or perfect this assignment or to confirm AssigneeÕs ownership of the Trademarks.

 

This Trademark Assignment Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, but all such counterparts taken together shall constitute one and the same instrument. Each counterpart may be delivered by facsimile transmission, which transmission shall be deemed delivery of an originally executed document.

 

IN WITNESS WHEREOF, the parties hereto have executed this Assignment as of the Effective Date.

 

ASSIGNOR

 

                                                           

 

By:                                                     

 

Title:                                                  

 

STATE OF                 :

                                    :

COUNTY OF             :

 

 

On this ____ day of                            , 2004, before me, a Notary Public in and for the State and County aforesaid, personally appeared ___________________, known by me to be the person of the above name [and an officer of                                                ,] duly authorized to execute this Assignment on behalf of [                                     , and who signed and executed the foregoing instrument on behalf of                             .]

 

            Given under my hand and seal of office this ___ day of ______________, 2004.

 

My commission expires:

 

                                                           

 

                                                           

Notary Public

 

                                                           

Address

 

ASSIGNEE

 

                                                           

 

By:                                                     

 

Title:                                                  

 

STATE OF                 :

                                    :

COUNTY OF             :

 

            On this ____ day of                            ,           , before me, a Notary Public in and for the State and County aforesaid, personally appeared ___________________, known by me to be the person of the above name and an officer of                                      , duly authorized to execute this Assignment on behalf of                                       , and who signed and executed the foregoing instrument on behalf of                             .

 

            Given under my hand and seal of office this ___ day of ______________, 2004.

 

My commission expires:

 

                                                           

 

                                                           

Notary Public

 

                                                           

Address

Exhibit 1

Trademarks

 

[List of Trademarks, including registration numbers and other identifiers, conveyed under this Assignment]