Who owns the trademarks used by Christies International Real Estate?

Christie, Manson & Woods, Limited, our former affiliate, owns the trademarks set forth above ("IP Owner"), which are our principal Marks. IP Owner licenses these Marks to At World Properties, LLC (our "Parent," as described in Item 1) pursuant to a Trademark License Agreement dated November 16, 2020 (the "Trademark License Agreement"). The term of the Trademark License Agreement is 50 years, with two 25-year renewal options. The Trademark License Agreement provides us the exclusive right to use these Marks in connection with the marketing, sale or lease of luxury real estate and in connection with this licensing program. IP Owner may terminate the Trademark License Agreement if we breach and fail to cure or reasonably mitigate a material term of the agreement within 60 days; if we or IP Owner experiences a bankruptcy event; if certain of our interests or assets are acquired by a competitor; if we cease offering products or services using the Marks for a period of 6 months; if we cease to conduct our business; if we are otherwise liquidated or dissolved; if there is a material breach by us of the Right of First Offer agreement that was executed on the same date as the Trademark License Agreement; if we fail to meet certain performance metrics pertaining to number of offices and fees paid to IP Owner; or if IP Owner, the Marks, or the goodwill associated therewith are materially tarnished, damaged or diminished and that tarnishment, damage or diminishment, which was not caused by a breach of the Trademark License Agreement, damages our business, etc., as further described in the Trademark License Agreement. If the Trademark License Agreement is terminated or expires, you could lose the right to use the trademarks licensed to us under the Trademark License Agreement, subject to the discussion in the following paragraph.

If the Trademark License Agreement terminates, your right to use the Marks will continue for the length of the term of your License Agreement, but not longer than 10 years. Upon termination of the Trademark License Agreement, and in other certain circumstances described in the Trademark License Agreement, including certain defaults by us, IP Owner has the right to step into certain of our rights under the Trademark License Agreement and under your License Agreement with us, including those rights pertaining to your use of the Marks.

The Trademark License Agreement contains significant restrictions on our and your uses of the Marks. These are generally set forth in the License Agreement and in our Operations Manual (which includes IP Owner's Brand Guidelines). For instance, you are not permitted to use any Marks that consist of or incorporate "CHRISTIE'S" in any manner other than in the phrase "CHRISTIE'S INTERNATIONAL REAL ESTATE." In addition, you are required to market, hold out and otherwise position the Marks as a leading luxury brand, and you must not market, hold out or otherwise position any other trademarks or other commercial symbols as being associated with additional or more luxury real estate brokerage services,or additional or more luxury real estate properties than those offered, marketed or sold under the Marks. You must use the Marks in combination with your marks, which will be set forth in Section 7 of Exhibit 1 of the License Agreement. Further, you must only sell "luxury" real estate and maintain an average selling price for properties that we designate from time to time, as further described in the Operations Manual, which definitions of, and formulas for calculating, "luxury real estate" are prescribed by IP Owner in the Trademark License Agreement.

Source: Item 13 — TRADEMARKS (FDD pages 38–40)