Logo Download
By clicking the “I Accept” button below, or downloading and/or utilizing any Licensed Marks (as defined below) of MRC Global Inc. (MRC), you agree to be bound by and adhere to the terms of this agreement detailed below (this “Agreement”).
MRC and its subsidiary’s logos are registered trademarks of MRC, must appear with the appropriate register marks, and may not be altered in any manner. The components of the logos should never be separated. It should never be decorated, distorted or re-created in any way.
Without prior authorization, these images may only be used by charitable organizations to which MRC or any if its affiliates contribute, for editorial purposes (public newspapers, news magazines, trade publications, and broadcast media) and for educational purposes (teaching, scholarship, and research). Other than as approved below, under no circumstances can these images be used for any personal or commercial purpose which would lead anyone to believe MRC endorsed, sponsored or was otherwise affiliated with an unauthorized user, its product, service or business.
Subject to the above restrictions on use, MRC grants to you and you accept a paid-up, royalty-free, non-exclusive, non-assignable and non-sublicensable license to use the MRC logos as set forth on MRC’s web site(s) (the “Licensed Marks”). All rights not expressly granted to you herein are reserved by MRC.
You shall at all times use the Licensed Marks only in the font, relative size, color, format and other design features as expressly set forth on MRC’s web site(s), including any trademark registration symbols provided by MRC (“Approved Styles”). Further, you shall comply with all the applicable laws, rules and regulations pertaining to the use of the Licensed Marks.
Other than as approved above, you shall, prior to using any of the Licensed Marks, submit to MRC samples/examples showing your proposed use for MRC’s written approval, which such approval shall be subject to MRC’s sole discretion. Other than as approved above, you shall not use any of the Licensed Marks for any purpose whatsoever without first obtaining written approval from MRC.
You acknowledge and confirm MRC’s exclusive ownership of the Licensed Marks. You agree that nothing herein shall give you any right, title or interest in the Licensed Marks, except the right to use the Licensed Marks in conformity with all the provisions of this Agreement. You also agree that any and all of your uses of the Licensed Marks shall inure to the exclusive benefit of MRC.
You agree that all use of the Licensed Marks shall be at all times under the direction and control of MRC. To assure your compliance with all the terms and conditions of this Agreement, including your compliance with the Approved Styles, upon MRC’s request, you shall make available to MRC or its designee, information and materials showing your use of the Licensed Marks. Upon written notice (“Notice”) from MRC that your use of the Licensed Marks does not comply with the Approved Styles or acceptable level of quality, you shall, within ten (10) business days after receipt of the Notice, correct its use of the Licensed Marks to conform to the Approved Styles and/or acceptable quality standards to MRC’s satisfaction. Notwithstanding anything herein to the contrary, MRC shall have, at all times, the right to demand the immediate removal of all the Licensed Marks from your web sites if any such use of the Licensed Marks may harm, dilute, tarnish, or otherwise damage the good will associated with the Licensed Marks, as determined by MRC in its sole discretion.
Upon MRC’s request, you shall provide all assistance and take all necessary steps to assist MRC in applying for or maintaining any trademark or trade name registrations for any of the Licensed Marks. Further, you agree to notify MRC promptly upon notice of any claim made by a third party that challenges, is adverse to, or conflicts with MRC’s exclusive ownership of the Licensed Marks. MRC, at its sole discretion, may prosecute any action or proceeding which MRC deems necessary or desirable to protect the Licensed Marks, and you shall provide reasonable cooperation in such action, at your own expense. You shall not commence any action or proceeding with respect to the Licensed Marks, without MRC’s express consent. Any and all damages recovered in any action or proceeding shall belong exclusively to MRC.
If a third party objects to your use of the Licensed Marks based on an allegation of trademark infringement (“Objection”), MRC may, in its sole discretion: (i) amend our web site to include different marks that are not the subject of such Objection, after which you shall immediately transition to the new marks, which shall automatically be subject to the terms and conditions of this Agreement; or (ii) settle the dispute so that you can continue to use the Licensed Marks.
You confirm and acknowledge that MRC shall in no event be held liable for any injury or damages arising from (i) your use of the Licensed Marks on your web sites or (ii) your sale or provision of any goods or services under the Licensed Marks. You shall indemnify MRC and hold MRC and its officers, directors, employees, and agents, harmless from and against any and all liability, damage, loss and/or expense, including reasonable attorneys’ fees, arising from or by reason of any threatened claim, demand, action or proceeding in connection with any of the above cases or your breach or alleged breach of this Agreement.
THE LICENSED MARKS ARE BEING LICENSED AS-IS AND EXCEPT AS EXPRESSLY SET FORTH HEREIN, MRC DISCLAIMS ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED, CONCERNING THE LICENSED MARKS; AND MRC EXPRESSLY DISCLAIMS ALL WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE.
The license granted hereunder is personal to you. Accordingly, this Agreement or any rights granted hereunder shall not be transferable, assignable, or sublicensable by you, in whole or in part, including by operation of law. Any purported assignment, transfer, or sublicense by you in violation of this section shall be deemed void ab initio and constitute a material breach of this Agreement.
No waiver of any breach or series of breaches or defaults, and no failure, refusal or neglect to exercise any right hereunder or to insist upon strict compliance with or performance of a party’s obligations under this Agreement with respect to any subsequent breach thereof shall constitute a waiver of the other Party’s right any time thereafter to require strict compliance with the provisions thereof.
All provisions of this Agreement shall be severable. The invalidity of any provision shall not affect the validity of the remaining provisions. In the event of the invalidity of any provisions, this Agreement shall be interpreted and enforced as if such provisions were not contained herein.
This Agreement shall be governed by and construed under and in accordance with the laws of the State of Texas, without regard to its conflict of law provisions or the laws of any other country or jurisdiction. The Parties hereby consent to the jurisdiction of the courts of the State of Texas for the purpose of any action or proceeding brought by either party in connection with this Agreement.
This Agreement is entered into without prejudice to any other agreements or covenants between the parties; however, this Agreement sets forth the entire agreement between the parties with respect to the subject matter. This Agreement may not be amended, modified or terminated, in whole or in part, except in a writing signed by the parties hereto.