Verizon Media Trademark License Terms for Vendors
These Verizon Media Trademark License Terms for Vendors (“Trademark Terms”) effective as of the date of the PO or SOW under which Verizon Media Inc., and/or its Affiliates and Subsidiaries, including but not limited to Oath Holdings Inc. and Oath Inc. (collectively “Verizon Media”), has agreed to grant Vendor the rights outlined herein are subject to the Vendor Master Terms and Conditions located at https://www.verizonmedia.com/policies/us/en/verizonmedia/terms/vendor/mastertnc/index.html (“VMTC” or “Vendor MTC”) and are part of the Agreement. Except for terms defined herein, capitalized terms used herein are defined in the Vendor Master Terms and Conditions.
- Verizon Media Trademark License. Subject to Vendor’s strict compliance with the Agreement, Verizon Media grants Vendor a limited, revocable, non-exclusive, non-assignable, non-transferable, non-sublicensable, royalty-free license, for the SOW Term or until completion of the Services ordered solely in connection with a PO, to use the designated trademarks owned by Verizon Media and its Affiliates (“Verizon Media Marks”) in the form delivered by Verizon Media, only for the territory in which Services will be delivered, and only as reasonably necessary to perform Services.
- General Guidelines For Use Of Verizon Media Marks.
- Brand Guidelines. Vendor will comply with any of Verizon Media’s brand guidelines or requirements that Verizon Media may require (“Verizon Media Marks Guidelines”). From time to time during the term of these Trademark Terms, Verizon Media may provide to Vendor written guidelines as to the size, typeface, colors, and other graphic characteristics of the Verizon Media Marks, which upon delivery to the Vendor will be deemed to be incorporated into these Trademark Terms and into the Verizon Media Marks Guidelines. Upon Verizon Media’s request, Vendor will promptly remove or replace any Verizon Media Mark.
- Every use, display (including the size, place, and manner), and/or reproduction of any Verizon Media Mark must be in accordance with the Agreement and pre-approved in writing by the Verizon Media Project Manager or Verizon Media’s Brand Marketing Team. Vendor may request approval by sending a letter, as outlined below (the “Request for Approval”) and emailing it to the Verizon Media Project Manager at the address stated in the SOW and/or Verizon Media Brand Marketing at email@example.com. Vendor must also include a complete sample of each proposed use. Verizon Media's Brand Marketing Team will typically review a request and respond within ten (10) business days, but is under no obligation to respond. Vendor may not and will not use any Verizon Media Mark for any specific use unless and until Verizon Media has granted its specific approval and any and all conditions of such approval have been fulfilled by Vendor.
- Form of Request for Approval Letter. Any request for approval will include the following required information:
- Exact name and title of organization and/or person requesting permission;
- Your contact information (e-mail, phone, fax, mailing address);
- The name of the Verizon Media Project Manager;
- Attach layout/sample of visual that features any Verizon Media Mark;
- Samples and specific description of materials in or upon which any Verizon Media Mark will appear;
- Distribution plans for materials (what territory, what are requested channels of distribution, for physical materials how many copies will be created and distributed, for electronic materials how many recipients will receive them, how long will materials will be offered for distribution);
- A copy of the SOW and any applicable terms and conditions related to such use; and
- Any questions concerning Vendor’s request.
- Restrictions upon Use. The Verizon Media Marks will not be presented or used: (i) in a manner that suggests that editorial content has been authored by, or represents the views or opinions of Verizon Media; (ii) in a manner as to imply affiliation with or sponsorship, endorsement or approval by Verizon Media of Vendor or Vendor’s products or services, (iii) in conjunction with any other trademark, service mark, brand name, logo or design such that it creates a new mark or brand, (iv) in a manner that is misleading, defamatory, libelous, obscene, infringing or otherwise objectionable; (v) in connection with any material that infringes the trademark, copyright or any other rights of any third party; (vi) as part of a name of a product or service of any company other than Verizon Media; or (vii) in a manner that infringes, derogates, dilutes, or impairs the rights of Verizon Media in the Verizon Media Marks. Verizon Media will have complete discretion to evaluate Vendor's use and to decide whether that use violates any of the foregoing restrictions.
- Use for Verizon Media's Benefit. Any use of the Verizon Media Marks will inure to the benefit of Verizon Media or to its Affiliation or Subsidiary that owns the Verizon Mark. By using the Verizon Media Marks pursuant to Verizon Media's approval, Vendor acknowledges Verizon Media's ownership of all Verizon Media Marks and warrants that it will not take any action which is inconsistent with Verizon Media's ownership.
- Nonexclusive Remedy. The Vendor will make any changes to its use of the Verizon Media Marks as are requested by Verizon Media, and if such changes are not made Vendor agrees that at Verizon Media’s request, Vendor will immediately cease use of the Verizon Media Marks, promptly recall, at Vendor’s cost, any materials bearing the Verizon Media Marks, and return to Verizon Media any and all materials bearing the Verizon Media Marks. This remedy is in addition to any other legal remedies to which Verizon Media may be entitled in relation to Vendor's use of Verizon Media Marks.
- Ownership. Vendor’s use of any Verizon Media Mark does not confer or imply any ownership, goodwill, or other rights in the Verizon Media Marks. Vendor recognizes the unique value, goodwill, and, where relevant, secondary meaning, associated with the Verizon Media Marks. All rights, title, and interests in the Verizon Media Marks and the goodwill pertaining thereto automatically vests in Verizon Media or in the Verizon Media Affiliate or Subsidiary that owns the relevant Verizon Media Mark, and at all times will remain owned by and in the name of the Verizon Media or by and in the name of the Verizon Media Affiliate or Subsidiary that owns the relevant Verizon Media Mark. Vendor will not contest the validity of any ownership of any Verizon Media Mark by Verizon Media or the Verizon Media Affiliate or Subsidiary that owns the relevant Verizon Media Mark. Vendor will not, in any jurisdiction, adopt, use, register, or apply for registration of, whether as a corporate name; trademark; service mark; product or service name; domain name; social media handle; or app name, logo or description; or other indication of origin, any trademark or any word, slogan, symbol, logo, device, or combination thereof confusingly similar to any Verizon Media Mark. Vendor agrees that upon expiration or termination of the SOW or completion of Services purchased by PO alone, Vendor will immediately stop using the Verizon Media Marks and promptly return to Verizon Media all materials and inventory bearing the Verizon Media Marks.
- Quality Assurance Standards. From time to time during the Term and once within six (6) months after the termination or expiration of the applicable SOW or completion of Services ordered solely in connection with a PO, under which Vendor is granted the right to use the Verizon Media Marks, Verizon Media may inspect and audit Vendor’s use of the Verizon Media Marks. Verizon Media will provide Vendor with reasonable notice prior to such audit and any such inspection and audit will be conducted during regular business hours. If an audit reveals any breach of the Trademark Terms, in addition to any other remedies Verizon Media may have, Verizon Media may terminate these Trademark Terms, effective immediately without any right to cure, and Vendor will reimburse Verizon Media for the cost of its audit, immediately cease all use of the Verizon Media Marks, promptly recall, at Vendor’s cost, any materials bearing the improper use of the Verizon Media Marks, and return to Verizon Media any and all materials bearing the Verizon Media Marks.
- Additional Terms for Verizon Media Branded Deliverables. Prior to producing any Verizon Media Branded Deliverable, Vendor will submit color production samples for Verizon Media’s inspection and approval. Verizon Media, in its discretion may approve, reject or seek modification of any sample. “Verizon Media Branded Deliverable” means a Deliverable that will or is intended to, as outlined in a PO or SOW, bear a Verizon Media Mark. Vendor agrees that it will not take any action regarding any Verizon Media Branded Deliverable until Verizon Media gives written approval of the sample Verizon Media Branded Deliverable. Any Verizon Media Branded Deliverable so approved by Verizon Media will be produced exactly as approved without any changes whatsoever. Verizon Media will not be required to accept or pay any fees or costs related to or arising from the production of any Verizon Media Branded Deliverable that does not conform to the approved sample of such Verizon Media Branded Deliverable.
- Precedence. Except as indicated herein, terms in these Trademark Terms supplement, but do not replace, terms in the Vendor MTC. In the case of inconsistency or conflict between the provisions of these Trademark Terms and the Vendor MTC, the provisions of these Trademark Terms will control, and in no event may a SOW or Change Order may amend or alter these Trademark Terms.
These Trademark Terms were last updated on February 1, 2020.