【正文】 s programs full and favorable rominence and shall not be under any obligation hatsoever to continue broadcasting any radio or television program or use he name or any person，character，symbol，design or likeness or visual epresentation thereof in any radio or television program.（3）licensee agrees not to offer for sale or advertise or publicize ny of the articles licensed hereunder on radio or television without the rior written approval of licensor，which approval licensor may grant or ithhold in its unfettered （1）licensee agrees that during the term of this license it will iligently and continuously manufacture，distribute and sell the articles overed by this agreement and that it will make and maintain adequate rrangement for the distribution of the articles.（2）licensee shall not，without prior written consent of licensor，ell or distribute such articles to jobbers，wholesalers，distributors，etail stores or merchants whose sales or distribution are or will be made or publicity or promotional tiein purposes，bination sales，premiums，iveaways，or similar methods of merchandising，or whose business methods re questionable.（3）licensee agrees to sell to licensor such quantities of the rticles at as low a rate and on as good terms as licensee sells similar uantities of the articles to the general licensee agrees to keep accurate books of account and records covering ll transactions relating to the license hereby granted，and licensor and ts duly authorized representatives shall have the right at all reasonable ours of the day to an examination of said books of account and records nd of all other documents and materials in the possession or under the ontrol of licensee with respect to the subject matter and terms of this greement，and shall have free and full access thereto for said purposes nd for the purpose of making extracts demand of licensor，icensee shall at its own expense furnish to licensor a detailed statement y an independent certified public accountant showing the number，escription，gross sales price，itemized deductions from gross sales price nd net sale price of the articles covered by this agreement distributed nd/or sold by licensee to the date of licensor39。s request and expense，egister such a copyright，trademark and/or service mark in the ppropriate class in the name of licensor or，if licensor so requests，in icensee39。s(or any grantor of icensor39。s rights or licensee39。 prior written notice to time to time after icensee has menced selling the articles and upon licensor39。any roposed change in certificates of insurance shall be submitted to icensor for its prior shall be entitled to a copy of he then prevailing certificate of insurance，which shall be furnished icensor by used in the first 2 sentences of this paragraph，“l(fā)icensor” shall also include the officers，directors，agents，and mployees of the licensor，or any of its subsidiaries or affiliates，any erson(s)the use of whose name may be licensed hereunder，the package roducer and the cast of the radio and/or television program whose name ay be licensed hereunder，the stations over which the programs are ransmitted，any sponsor of said programs and its advertising agency，and heir respective officers，directors，agents and of merchandiselicensee agrees that the articles covered by this agreement shall be f high standard and of such style，appearance and quality as to be dequate and suited to their exploitation to the best advantage and to the rotection and enhancement of the name and the good will pertaining hereto，that such articles will be manufactured，sold and distributed in ccordance with all applicable federal，state and local laws，and that the ame shall not reflect adversely upon the good name of licensor or any of ts programs or the this end licensee shall，before selling or istributing any of the articles，furnish to licensor free of cost，for ts written approval，a reasonable number of samples of each article，its artons，containers and packing and wrapping quality and tyle of such articles as well as of any carton，container or packing or rapping material shall be subject to the approval of item ubmitted to licensor shall not be deemed approved unless and until the ame shall be approved by licensor in samples have been pproved pursuant to this paragraph，licensee shall not depart therefrom n any material respect without licensor39。s attention，and licensor shall have the sole right to determine hether or not any action shall be taken on account of any such nfringements or shall not institute any suit or take ny action on account of any such infringements or imitations without irst obtaining the written consent of the licensor so to by licensee and product liability insurancelicensee hereby indemnifies licensor and undertakes to defend licensee nd/or licensor against and hold licensor harmless from any claims，suits，oss and damage arising out of any allegedly unauthorized use of any rademark，patent，process，idea，method or device by licensee in onnection with the articles covered by this agreement or any other lleged action by licensee and also from any claims，suits，loss and amage arising out of alleged defects in the agrees hat it will obtain，at its own expense，product liability insurance from recognized insurance pany which has qualified to do business in _________，providing adequate protection(at least in the amount of _________)for licensor(as well for licensee)against any claims，suits，oss or damage arising out of any alleged defects in the roof of such insurance，a fully paid certificate of insurance naming icensor as an insured party will be submitted to licensor by licensee for icensor39。s rights（1）licensee agrees that it will not during the term of this greement，or thereafter，attack the title or any rights of licensor in nd to the name or attack the validity of this hereby ndemnifies licensee and undertakes to hold it harmless against any claims r suits arising solely out of the use by licensee of the name as uthorize