Rock the Vote - Name and Logo Usage Terms and Conditions

Rock the Vote ("Rock the Vote" or "RTV") grants Licensee a nonexclusive and limited license to use the Rock the Vote name and logo (individually or collectively, the "Marks") solely in connection with nonpartisan voter registration and voter activation activities described in the accompanying application and subsequent communications between it and Rock the Vote. The use of the Marks are specifically limited to the aforementioned use.

Licensee acknowledges that RTV is the sole and exclusive owner of the entire right, title and interest (including all accompanying goodwill) in and to the Marks. Licensee acknowledges and agrees that it has no rights whatsoever in and/or to the Marks except as specifically granted by this Agreement.

Licensee shall for each use of the Marks feature a prominent notice and acknowledgment of the registered Mark ownership and license by RTV in conjunction with all usage of the Marks. Licensee shall also cause the registration symbol “®” to appear next to and above each Mark, which are registered in the U.S. Patent and Trademark Office. Licensee shall not adopt, use or register, or encourage others to adopt, use or register, any mark, logo, insignia, slogan or design that is, or is likely to be, confusingly similar to or could cause deception or mistake with respect to any of the Marks. Licensee shall not use the Marks in any manner that would be offensive to good taste or would injure the reputation of RTV and/or the Marks.

Licensee will submit a copy of any and all promotional materials incorporating the Marks to Rock the Vote. Licensee agrees to upload all relevant information about its effort and events into the Rock the Vote event management tool to be found at www.rockthevote.com to maximize public participation in its events. Licensee agrees not to interfere with RTV’s efforts to promote and publicize its events and programs which use the Marks.

This agreement and the rights hereunder, may not be transferred or assigned by Licensee to any party without the prior written permission of Rock the Vote.

Licensee warrants and represents that it has the full power, right, and authority to enter into this agreement and to fully perform its obligations hereunder and that this agreement is signed by an authorized representative of Licensee having the authority to bind Licensee to the terms of this agreement.

Licensee represents and warrants that it or its affiliated entities other than Rock the Vote are responsible for all costs associated with the events and programs described above, and Licensee agrees to indemnify and hold harmless Rock the Vote and its officers, directors, agents and employees, from and against all claims, liability, costs, expenses, damages and losses (including reasonable attorneys' fees and costs) that such parties may incur as a result of, or arising out of, or connected with, the actions of Licensee under this agreement.

Licensee represents and warrants that the activities it will conduct associated with use of the Marks are nonpartisan, do and do not and will not support any candidate or political party, and are appropriate for 501(c)(3) charities. To assist licensees with compliance with this requirement, Rock the Vote has provided Licensee with plain language guidance and Licensee warrants and represents that it will abide by the guidance contained therein. In addition, Licensee represents and warrants that if it is not recognized as tax exempt under section 501(c)(3), it will not engage in any direct or grassroots lobbying while using the Marks.

This agreement shall be interpreted, construed and enforced in accordance with the laws of the District of Columbia, without regard to any otherwise applicable conflict of law provisions.