(c) Licensee hereby agrees that its every use of such name shall inure
to the benefit of Licensor and that Licensee shall not at any time acquire
any rights in such name by virtue of any use it may make of such name.
9 Promotional Material
(a) In all cases where Licensee desires artwork involving articles
which are the subject of this license to be executed, the cost of such
artwork and the time for the production thereof shall be borne by
Licensee. All artwork and designs involving the Name, or any reproduction
thereof, shall, notwithstanding their invention or use by Licensee, be and
remain the property of Licensor and Licensor shall be entitled to use the
same and to license the use of the same by others.
(b) Licensor shall have the right, but shall not be under any
obligation, to use the Name and/or the name of Licensee so as to give the
Name, Licensee, Licensor and/or Licensor's programs full and favorable
prominence and publicity. Licensor shall not be under any obligation
whatsoever to continue broadcasting any radio or television program or use
the Name or any person, character, symbol, design or likeness or visual
representation thereof in any radio or television program.
(c) Licensee agrees not to offer for sale or advertise or publicize
any of the articles licensed hereunder on radio or television without the
prior written approval of Licensor, which approval Licensor may grant or
withhold in its unfettered discretion.
10 Distribution
(a) Licensee agrees that during the term of this license it will
diligently and continuously manufacture, distribute and sell the articles
covered by this agreement and that it will make and maintain adequate
arrangement for the distribution of the articles.
(b) Licensee shall not, without prior written consent of Licensor,
sell or distribute such articles to jobbers, wholesalers, distributors,
retail stores or merchants whose sales or distribution are or will be made
for publicity or promotional tie-in purposes, combination sales, premiums,
giveaways, or similar methods of merchandising, or whose business methods
are questionable.
(c) Licensee agrees to sell to Licensor such quantities of the
articles at as low a rate and on as good terms as Licensee sells similar
quantities of the articles to the general trade.
11 Records
Licensee agrees to keep accurate books of account and records covering
all transactions relating to the license hereby granted, and Licensor and
its duly authorized representatives shall have the right at all reasonable
hours of the day to an examination of said books of account and records
and of all other documents and materials in the possession or under the
control of Licensee with respect to the subject matter and terms of this
agreement, and shall have free and full access thereto for said purposes
and for the purpose of making extracts therefrom. Upon demand of Licensor,
Licensee shall at its own expense furnish to Licensor a detailed statement
by an independent certified public accountant showing the number,
description, gross sales price, itemized deductions from gross sales price
and net sale price of the articles covered by this agreement distributed
and/or sold by Licensee to the date of Licensor's demand. All books of
account and records shall be kept available for at least __________ years
after the termination of this license.
12 Bankruptcy, Violation, etc.
(a) If Licensee shall not have commenced in good faith to manufacture
and distribute in substantial quantities all the articles listed in
paragraph 1 within ________ months after the date of this agreement or if
at any time thereafter in any calendar month Licensee fails to sell any of
the articles (or any class or category of the articles), Licensor in
addition to all other remedies available to it hereunder may terminate
this license with respect to any articles or class or category thereof
which have not been manufactured and distributed during such month, by
giving written notice of termination to Licensee. Such notice shall be
effective when mailed by Licensor.
(b) If Licensee files a petition in bankruptcy or is adjudicated a
bankrupt or if a petition in bankruptcy is filed against Licensee or if it
becomes insolvent, or makes an assignment for the benefit of its creditors
or an arrangement pursuant to any bankruptcy law, or if Licensee
discontinues its business or if a receiver is appointed for it or its
business, the license hereby granted shall automatically terminate
forthwith without any notice whatsoever being necessary. In the event this
license is so terminated, Licensee, its receivers, representatives,
trustees, agents, administrator, successors and/or assigns shall have no
right to sell, exploit or in any way deal with or in any articles covered
by this agreement or any carton, container, packing or wrapping material,
advertising, promotional or display material pertaining thereto, except
with and under the special consent and instructions of Licensor in
writing, which they shall be obligated to follow.
(c) If Licensee shall violate any of its other obligations under the
terms of this agreement, Licensor shall have the right to terminate the
license hereby granted upon ______ days' notice in writing, and such
notice of termination shall become effective unless Licensee shall
completely remedy the violation within the ______ day period and satisfy
Licensor that such violation has been remedied.
(d) Termination of the license under the provisions of paragraph 12
shall be without prejudice to any rights which Licensor may otherwise have
against Licensee. Upon the termination of this license, notwithstanding
anything to the contrary herein, all royalties on sales theretofore made
shall become immediately due and payable and no minimum royalties shall be
repayable or avoidable.
13 Sponsorship by Competitive Product
In the event that any of the articles listed in paragraph 1 conflicts
with any product of a present or future sponsor of a program on which the
Name appears or is used, or with any product of a subsidiary or affiliate
of such sponsor, then Licensor shall have the right to terminate this
agreement as to such article or articles by written notice to Licensee
effective not less than _______ days after the date such notice is given.
tag: 合同样本，装修合同样本,房屋出租合同样本，合同范本 - 合同样本