【文章內(nèi)容簡介】
packing and wrappin g material. The quality anstyle of such articles as well as of any carton, container or packing or wrapping material shall be subject to the approval of Licensor. Any item submitted to Licensor shall not be deemed approved unless and until the same shall be a proved by Licensor in writing. After samples have been approved pursuant to this paragraph, Licensee shall not depart there from in any material respect without Licensor’’s prior written consent, andLicensor shall not withdraw its approval of the approved samples except on_______ days’’ prior written notice to Licensee. From time to time afterLicensee has menced selling the articles and upon Licensor’’s written request, Licensee shall furnish without cost to Licensor not more than additional random samples of each article being manufactured and sold by Licensee hereunder, together with any cartons, containers and packing and wrapping material used in connection therewith. 8. Labeling (a) Licensee agrees that it will cause to appear on or within each article sold by it under this license and on or within all advertising, promotional or display material bearing the Name the notice ’Copyright(c)____________ (year)’ in connection with Name properties (e) and (f) inRider, paragraph 1, and any other notice desired by Licensor and, where such article or advertising, promotional or display material bears a trademark or service mark, appropriate statutory notice of registration or application for registration thereof. In the event that any article is marketed in a carton, container and/or packing or wrapping material bearing the Name, such notice shall also appear upon the said carton,container and/or packing or wrapping material. Each and every tag, label,imprint or other device containing any such notice and all advertising,promotional or display material bearing the Name shall be submitted byLicensor for its written approval prior to use by Licensee. Approval byLicensor shall not constitute iver of Licensor’’s rights or Licensee’’sduties under any provision of this agreement. (b) Licensee agrees to cooperate fully and in good faith with Licensorfor the purpose of securing and preserving Licensor’’s (or any grantor ofLicensor’’s) rights in and to the Name. In the event there has been noprevious registration of the Name and/or articles and/or any materialrelating thereto, Licensee shall, at Licensor’’s request and expense,register such a copyright, trademark and/or service mark in theappropriate class in the name of Licensor or, if Licensor so requests, inLicensee’’s own name. However, it is agreed that nothing contained in thisagreement shall be construed as an assignment or grant to the Licensee of any right, title or interest in or to the Name, it being understood thatall rights relating thereto are reserved by Licensor, except for thelicense hereunder to Licensee of the right to use and utilize the Name only as specifically and expressly provided in this agreement. Licensee hereby agrees that at the termination or expiration of this agreement Licensee will be deemed to have a signed, transferred and conveyed to Licensor any rights, equities, good will, titles or other rights in and to the Name which may have been obtained by Licensee or which may have vested in Licensee in pursuance of any endeavors covered hereby, and that Licensee will execute any instruments requested by Licensor to acplish or confirm the foregoing. Any such assignment, transfer or conveyance shall be without other consideration than the mutual covenants and considerations of this agreement. (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 tiein purposes, bination sales, premiums,giveaways, or similar methods of merchandising, or whose business methods are questionable. (c) Licensee agrees to sell to Licensor such quantities of th