NOTICES, QUALITY CONTROL AND SAMPLES. A. The licenses granted hereunder are conditioned upon LICENSEE's full and complete compliance with the marking provisions of the patent, trademark and copyright laws of the United States and other countries in the Territory. B. The Licensed Products, as well as all promotional, packaging, and advertising material relative thereto, shall include all appropriate legal notices as required by LICENSOR. [INSERT REQUIRED NOTICE]. C. The Licensed Products shall be of a high quality which is at least equal to comparable products previously manufactured and marketed by LICENSEE under the trademarks and in conformity with a standard sample approved by LICENSOR. D. If the quality of a class of the Licensed Products falls below such a production-run quality, as previously approved by LICENSOR, LICENSEE shall use its best efforts to restore such quality. In the event that LICENSEE has not taken appropriate steps to restore such quality within thirty (30) days after notification by LICENSOR, LICENSOR shall have the right to terminate this Agreement and require that the LICENSEE cease using the Trademarks. E. Prior to the commencement of manufacture and sale of the Licensed Products, LICENSEE shall submit to LICENSOR, at no cost to LICENSOR and for approval as to quality, six (6) sets of samples of all Licensed Products which LICENSEE intends to manufacture and sell and one (1) complete set of all promotional and advertising material associated therewith. Failure of LICENSOR to approve such samples within thirty (30) working days after receipt thereof will be deemed approval. Once such samples have been approved by LICENSOR, LICENSEE shall not materially depart therefrom without LICENSOR's prior express written consent, which shall not be unreasonably withheld. F. At least once during each calendar year, LICENSEE shall submit to LICENSOR, for approval, an additional six (6) sets of samples. G. The LICENSEE agrees to permit LICENSOR or its representative to inspect the facilities where the Licensed Products are being manufactured and packaged.
Appears in 2 contracts
Samples: Trademark License Agreement, Trademark License Agreement
NOTICES, QUALITY CONTROL AND SAMPLES. A. The licenses granted hereunder terms and continues contemplated herein are conditioned based upon LICENSEECure Pharma's full and complete compliance agreement to comply with the marking provisions of the patent, trademark and copyright patent laws of the United States and other countries in States, including those under the TerritoryAmerica Invents Act of September 2011.
B. The Licensed Products, as well as all promotional, packaging, and advertising material relative thereto, All packaging shall include all appropriate legal notices as required by LICENSOR. [INSERT REQUIRED NOTICE]Fuse Science.
C. The All Licensed Products manufactured by Cure Pharma under this Agreement shall be of a high quality which is at least equal and conform with those samples previously provided to comparable products previously manufactured Fuse Science. In addition, such bioactive agents shall provide the requisite nutraceutical and marketed pharmacological affects and suggested and represented by LICENSEE under the trademarks and in conformity with a standard sample approved by LICENSORCure Pharma.
D. If the quality of a class any batch of the Licensed Products falls below such a production-run qualityFuse Science's approved quality standards, as previously approved by LICENSOR, LICENSEE Cure Pharma shall use its best efforts to restore such quality, including replacement of such batch fee of cost to Fuse Science. In the event that LICENSEE Cure Pharma has not taken appropriate steps to restore such quality within thirty (30) days after notification by LICENSORFuse Science, LICENSOR Fuse Science shall have the right to immediately terminate this Agreement and require that the LICENSEE cease using the TrademarksAgreement.
E. Prior to the commencement of manufacture and sale of the Licensed ProductsProducts based upon the Subject Technology, LICENSEE Cure Pharma shall submit to LICENSORFuse Science, at no cost to LICENSOR and Fuse Science for approval as to qualityand review, six (6) sets a sufficient level of samples of all Licensed Products which LICENSEE intends to manufacture the contemplated bioactive agents for review and sell and one (1) complete set of all promotional and advertising material associated therewith. Failure of LICENSOR to approve such samples within thirty (30) working days after receipt thereof will be deemed approvalindependent testing. Once such samples have been approved by LICENSORFuse Science, LICENSEE Cure Pharma shall not materially depart therefrom without LICENSORFuse Science's prior express written consent, which shall not be unreasonably withheld.
F. At least once during each calendar year, LICENSEE Cure Pharma shall submit to LICENSORFuse Science, for approval, an approval additional six (6) sets samples for purposes of samplesreview and testing.
G. The LICENSEE Cure Pharma agrees to permit LICENSOR Fuse Science or its representative to inspect the facilities where the Licensed Products Caps are being manufactured and packagedpackaged during normal business hours without interruption to business operations.
Appears in 1 contract
NOTICES, QUALITY CONTROL AND SAMPLES. A. The licenses Licenses granted hereunder are conditioned upon LICENSEE's full and complete compliance with the marking provisions of the patentTrademark, trademark patent and copyright laws of the United States and other countries in the Territory.
B. The Licensed Products, as well as all promotional, packaging, packaging and advertising material relative thereto, shall include all appropriate legal notices as required by LICENSOR. [INSERT REQUIRED NOTICE].
C. The Licensed Products shall be of a high quality which is at least equal to comparable products previously manufactured and marketed by LICENSEE under the trademarks and in conformity with a standard sample approved by LICENSOR.
D. If the quality of a class of the Licensed Products falls below such a production-run quality, as previously approved by LICENSOR, LICENSEE shall use its best efforts to restore such quality. In the event that LICENSEE has not taken appropriate steps to restore such quality within thirty (30) days after notification by LICENSOR, LICENSOR shall have the right to terminate this Agreement and and/or require that LICENSEE to cease all distribution of the LICENSEE cease using the Trademarksrejected products.
E. Prior to the commencement of manufacture and sale of the Licensed Products, LICENSEE shall submit to LICENSOR, at no cost to LICENSOR and for approval as to quality, six (6) sets of samples of all Licensed Products which LICENSEE intends to manufacture and sell and one (1) complete set of all promotional and advertising material associated therewith. Failure of LICENSOR to approve such samples within thirty ten (3010) working days after receipt thereof hereof will be deemed approval. If LICENSOR should disapprove any sample, it shall provide specific reasons for such disapproval. Once such samples have been approved by LICENSOR, LICENSEE shall not materially depart therefrom there from without LICENSOR's prior express written consent, which shall not be unreasonably withheld.
F. At least once during each calendar year, LICENSEE shall submit to LICENSOR, for approval, an additional six twelve (612) sets of samples.
G. The LICENSEE agrees to permit LICENSOR or its representative to inspect the facilities where the Licensed Products are being manufactured and packaged.
Appears in 1 contract
NOTICES, QUALITY CONTROL AND SAMPLES. A. (a) The licenses license granted hereunder are is conditioned upon LICENSEELicensee's full and complete compliance with the marking provisions of the trademark, patent, trademark and copyright laws of the United States and other countries in within the Territory.
B. (b) The Licensed Products, as well as all promotional, packaging, and advertising material relative related thereto, shall include all appropriate legal notices as required by LICENSORLicensor to give appropriate notice to the consuming public of Licensor's and Toei's respective rights, titles, and interests thereto. [INSERT REQUIRED NOTICE]Licensee agrees that, unless otherwise expressly approved in writing by Licensor, each usage of the Property shall be followed by either the TM or the (R) Trademark Notice symbol, as designated in writing by Licensor, and the following legend shall appear at least once on each Licensed Product and on each piece of promotional and packaging material: English Version: Licensed by FUNimation Productions, Ltd. (C) (Year of Manufacture) BIRD STUDIO/SHUEISHA, TOEI ANIMATION If a Licensed Product is particularly small there may be a reasonable reduction in the content, which is subject to approval by Licensor. Licensee shall display all notices in accordance with the requirements under the Universal Copyright Convention and the Copyright Act or other laws of the respective countries comprising the Licensed Territory including, without limitation, the regulations thereunder. In addition, all packaging for Licensed Products must include the logo of Licensor.
C. (c) The Trademark and copyright notices, if possible, shall be permanently affixed to the Licensed Products, and if not possible, then on a tag permanently glued, sewn or otherwise attached to the Licensed Products, in a place where the public could reasonably find them. The Trademark and copyright notices shall not be placed only on a hang tag.
(d) The Licensed Products shall be of a high quality which is at least equal to comparable products previously manufactured and marketed by LICENSEE under Licensee, and be of such style, appearance, and quality as shall be reasonably adequate and suited for exploitation to the trademarks and in conformity with a standard sample approved by LICENSOR.
D. best advantage. If Licensor reasonably determines that the quality of a class of the Licensed Products falls below such a production-run qualitystandard, as previously approved by LICENSOR, LICENSEE Licensee shall use its best commercially reasonable efforts to restore such quality.
(e) For each Licensed Product, Licensee shall furnish to Licensor the concept, rough design and/or associated storyboards and representative artwork, as well as master candidates, mock-ups of packaging, advertising, and promotional materials for each Licensed Product for the purpose of obtaining Licensor's written approval before Licensee starts manufacture or distribution, such approvals not to be unreasonably withheld; for clarity, any non-approval on the part of Toei, whether reasonable or unreasonable, shall constitute a valid reason for Licensor's disapproval of the same approval submission. In the event that LICENSEE has not taken appropriate steps of any unreasonable disapproval by Toei, Licensor shall use its commercially reasonable efforts to restore secure approval by Toei of the disapproved item. If Licensor fails to respond by a written notice within twenty (20) business days of receipt of a proper submission for approval, the required approval shall be deemed to have been given for such quality within thirty (30) days after notification submission. For the avoidance of doubt and without limiting the generality of the foregoing, the Licensed Product milestones, as established by LICENSORcourse of dealing between Licensor and Licensee, LICENSOR shall have continue to be observed for purposes of the right to terminate this Agreement and require that the LICENSEE cease using the Trademarksapproval process.
E. Prior to the commencement of manufacture and sale of the Licensed Products, LICENSEE (f) Licensee shall submit to LICENSORLicensor at least eighteen (18) units of each uniquely identified Licensed Product from the first production run thereof, and thereafter shall, at no cost to LICENSOR and for approval as to quality, six (6) sets of samples of all Licensed Products which LICENSEE intends to manufacture and sell and one (1) complete set of all promotional and advertising material associated therewith. Failure of LICENSOR to approve such samples within thirty (30) working days after receipt thereof will be deemed approval. Once such samples have been approved by LICENSOR, LICENSEE shall not materially depart therefrom without LICENSOR's prior express written consent, which shall not be unreasonably withheld.
F. At least once during each calendar year, LICENSEE shall submit to LICENSOR, for approval, Licensor an additional six twenty-four (624) sets of samplessamples for each uniquely identified Licensed Product.
G. The LICENSEE (g) Licensee agrees to permit LICENSOR Licensor or its representative to inspect at any time the facilities where the Licensed Products are being manufactured and packagedpackaged and remove random samples for inspection on or off the premises, excluding any manufacturing facility over which Licensee does not have, and cannot readily, acquire, such right of access or inspection. Licensor shall not unreasonably interfere with Licensee's manufacturing operations.
Appears in 1 contract
Samples: Sublicense Agreement (Atari Inc)
NOTICES, QUALITY CONTROL AND SAMPLES. A. The licenses granted hereunder are conditioned upon LICENSEE's full and complete compliance with the marking provisions of the patent, trademark and copyright laws of the United States and other countries in the TerritoryStates.
B. The Licensed Products, as well as all promotional, packaging, and advertising material relative thereto, shall include all appropriate legal notices as required by LICENSOR. [INSERT REQUIRED NOTICE].
C. The Licensed Products shall be of a high quality which is at least equal to comparable products previously manufactured and marketed by LICENSEE under the trademarks and in conformity with a standard sample approved by LICENSOR.
D. If the quality of a class of the Licensed Products falls below such a production-run quality, as previously approved by LICENSOR, LICENSEE shall use its best efforts to restore such quality. In the event that LICENSEE has not taken appropriate steps to restore such quality within thirty (30) days after notification by LICENSOR, LICENSOR shall have the right to terminate this Agreement and require that the LICENSEE cease using the Trademarks.
E. Prior to the commencement of manufacture and sale of the Licensed Products, LICENSEE shall submit to LICENSOR, at no cost to LICENSOR and for approval as to quality, six (6) sets of samples of all Licensed Products which LICENSEE intends to manufacture and sell and one (1) complete set of all promotional and advertising material associated therewith. Failure of LICENSOR to approve such samples within thirty ten (3010) working days after receipt thereof will be deemed approval. If LICENSOR should disapprove any sample, it shall provide specific reasons for such disapproval. Once such samples have been approved by LICENSOR, LICENSEE shall not materially depart therefrom without LICENSOR's prior express written consent, which shall not be unreasonably withheld.
F. At least once during each calendar year, LICENSEE shall submit to LICENSOR, for approval, an additional six twelve (612) sets of samples.
G. The LICENSEE agrees to permit LICENSOR or its representative to inspect the facilities where the Licensed Products are being manufactured and packaged.
Appears in 1 contract
NOTICES, QUALITY CONTROL AND SAMPLES. A. The licenses granted hereunder are conditioned upon LICENSEE's full and complete compliance with the marking provisions of the patent, trademark and copyright laws of the United States and other countries in the Territory.
B. The Licensed Products, as well as all promotional, packaging, packaging and advertising material relative thereto, shall include all appropriate legal notices as required by LICENSOR. [INSERT REQUIRED NOTICE].
C. The Licensed Products shall be of a high quality which is at least equal to comparable products previously manufactured and marketed by LICENSEE under the trademarks and in conformity with a standard sample approved by LICENSOR.
D. If the quality of a class of the Licensed Products falls below such a production-run quality, as previously approved by LICENSOR, LICENSEE shall use its best efforts to restore such quality. In the event that LICENSEE has not taken appropriate steps to restore such quality within thirty (30) days after notification by LICENSOR, LICENSOR shall have the right to terminate this Agreement and require that the LICENSEE cease using the TrademarksAgreement.
E. Prior to the commencement of manufacture and sale of the Licensed Products, LICENSEE shall submit to LICENSOR, at no cost to LICENSOR and for approval as to quality, six (6) sets of samples of all Licensed Products which LICENSEE intends to manufacture and sell and one (1) complete set of all promotional and advertising material associated therewith. Failure of LICENSOR to approve such samples within thirty (30) working days after receipt thereof will be deemed approval. If LICENSOR should disapprove any sample, it shall provide specific reasons for such disapproval. Once such samples have been approved by LICENSOR, LICENSEE shall not materially depart therefrom without LICENSOR's prior express written consent, which shall not be unreasonably withheld.
F. At least once during each calendar year, LICENSEE shall submit to LICENSOR, for approval, an additional six (6) sets of samples.
G. The LICENSEE agrees to permit LICENSOR or its representative to inspect the facilities where the Licensed Products are being manufactured and packaged.
Appears in 1 contract
Samples: Copyright License
NOTICES, QUALITY CONTROL AND SAMPLES. A. The licenses Licensees each acknowledge that the Marks and all trademark applications or registrations relating thereto are the property of Licensor, and that all uses of the Marks shall inure to the benefit of Licensor, that Licensees shall acquire no right or interest in the Marks, by virtue of this Agreement or by virtue of the use of the Marks, except the right to use the Marks in accordance with the provisions of this Agreement and that each such Licensee will not use the Marks except as provided in this Agreement.
B. Licensees each agree that Licensor shall maintain and exercise effective and exclusive quality control over any goods and services to which the Marks are affixed; provided, however, such controls are reasonable and are no greater than those quality controls imposed on other licensees.
C. Licensees agrees that the quality of the Licensed Property, and any goods or services provided in connection therewith and suitable for their intended purpose, will be of the quality and conform to the quality standards set by Licensor. Licensee agrees to comply with all federal, state, local or foreign statutes, laws, codes or rules. Licensee further agrees to adhere to any other terms and conditions that Licensor may provide regarding use of the Marks and the quality of the goods or services provided by Licensee in connection with the Marks. Licensor reserves the right to revise the quality standards referred to in this Agreement from time to time. Licensor shall have the right to inspect each Licensee's facilities, operations, designs and any materials to which the Marks are affixed, and to inspect the quality of each Licensee’s goods and services provided in connection with the Licensed Property. Each Licensee shall supply Licensor with specimens of all uses of the Marks upon Licensor’s written request. If Licensor in good faith reasonably determines that its quality standards are not being met by a Licensee, then Licensor will give such Licensee written notice thereof, and if such Licensee fails to correct any defects or other failures to meet the established quality standard within one (1) month of such written notice, then Licensor may terminate this License Agreement with respect to such Licensee.
D. Licensees each warrant that the Licensed Property will be in compliance with all applicable laws and regulations. Each Licensee shall deliver to Licensor notice of any actions filed against each such Licensee wherein it is alleged that the Licensed Property is deficient or defective.
E. Licenses granted hereunder to a Licensee are conditioned upon LICENSEEsuch Licensee's full and complete compliance with the marking provisions of the patenttrademark, trademark patent and copyright laws of the United States and other countries in the Territoryas otherwise instructed by Licensor.
B. F. The Licensed ProductsProperty, as well as all goods, services and promotional, packaging, and advertising material relative theretoor similar matter where the Licensed Property is referenced, shall include all appropriate legal notices as required by LICENSOR. [INSERT REQUIRED NOTICE]Licensor.
C. The Licensed Products shall be of a high quality which is at least equal to comparable products previously manufactured and marketed by LICENSEE under the trademarks and in conformity with a standard sample approved by LICENSOR.
D. If the quality of a class of the Licensed Products falls below such a production-run quality, as previously approved by LICENSOR, LICENSEE shall use its best efforts to restore such quality. In the event that LICENSEE has not taken appropriate steps to restore such quality within thirty (30) days after notification by LICENSOR, LICENSOR shall have the right to terminate this Agreement and require that the LICENSEE cease using the Trademarks.
E. Prior to the commencement of manufacture and sale of the Licensed Products, LICENSEE shall submit to LICENSOR, at no cost to LICENSOR and for approval as to quality, six (6) sets of samples of all Licensed Products which LICENSEE intends to manufacture and sell and one (1) complete set of all promotional and advertising material associated therewith. Failure of LICENSOR to approve such samples within thirty (30) working days after receipt thereof will be deemed approval. Once such samples have been approved by LICENSOR, LICENSEE shall not materially depart therefrom without LICENSOR's prior express written consent, which shall not be unreasonably withheld.
F. At least once during each calendar year, LICENSEE shall submit to LICENSOR, for approval, an additional six (6) sets of samples.
G. The LICENSEE agrees to permit LICENSOR or its representative to inspect the facilities where the Licensed Products are being manufactured and packaged.
Appears in 1 contract
NOTICES, QUALITY CONTROL AND SAMPLES. A. (a) The licenses license granted hereunder are is conditioned upon LICENSEELicensee's full and complete compliance with the marking provisions of the patenttrademark, trademark patent and copyright laws of the United States and other countries in within the Licensed Territory.
B. (b) The Licensed Products, as well as all promotional, packaging, packaging and advertising material relative thereto, shall include all appropriate legal notices as required by LICENSORLicensor to give appropriate notice to the consuming public of Licensor's and Toei's respective rights, titles and interests thereto. [INSERT REQUIRED NOTICE]Licensee agrees that, unless otherwise expressly approved in writing by Licensor, each usage of the Property shall be followed by either the TM or the (R) Trademark Notice symbol, as designated in writing by Licensor, and the following legend shall appear at least once on each Licensed Product and on each piece of promotional and packaging material: English Version: Licensed by FUNimation Productions, Inc. Dragonball Z and all Dragonball Z characters (C) (year of manufacture) BIRD STUDIO/SHUEISHA, XXX ANIMATION If a Licensed Product is particularly small, there may be a reasonable reduction in the content which is subject to approval by Licensor. Licensee shall display all notices in accordance with the requirements under the Universal Copyright Convention and the Copyright Act or other laws of the respective countries comprising the Licensed Territory including, without limitation, the regulations thereunder. In addition, all packaging for Licensed Product must include the logo of Licensor.
C. (c) The Trademark and copyright notices, if possible, should be permanently affixed to the Licensed Products and if not possible, then on a tag permanently glued, sewn or otherwise attached to the Licensed Products, in a place where the public could reasonably find them. The Trademark and copyright notices should not be placed only on a hang tag.
(d) The Licensed Products shall be of a high quality which is at least equal to comparable products previously manufactured and marketed by LICENSEE under the trademarks Licensee, and in conformity with a standard sample samples approved by LICENSOR.
D. Licensor, and be of such style, appearance and quality as shall be reasonably adequate and suited to their exploitation to the best advantage. If Licensor reasonably determines that the quality of a class of the Licensed Products falls below such a production-run qualitystandard, as previously approved by LICENSOR, LICENSEE Licensee shall use its best commercially reasonable efforts to restore such quality. In the event that LICENSEE has not taken appropriate steps to restore such quality within thirty (30) days after notification by LICENSOR, LICENSOR Licensor shall have the right to terminate this Agreement and require that pursuant to Subsection 10(c) of this Agreement, as to any category of Licensed Product for which is not restored to the LICENSEE cease using the Trademarksreasonably required quality.
E. Prior (e) Licensee shall finish to Licensor the commencement rough design and/or associated storyboards and representative artwork first, and then the alpha, beta and gold master candidates, mock-ups of manufacture packaging, advertising and sale promotional materials for each Licensed Product for the purpose of the Licensed Productsobtaining Licensor's written approval on each respective stage, LICENSEE shall submit before Licensee starts manufacturing or distribution. If Licensor fails to LICENSOR, at no cost to LICENSOR and respond by a written notice within twenty-four (24) days of receiving of a proper submission for approval as to qualityat any given stage, six (6) sets of samples of all Licensed Products which LICENSEE intends to manufacture and sell and one (1) complete set of all promotional and advertising material associated therewith. Failure of LICENSOR to approve such samples within thirty (30) working days after receipt thereof will the required approval shall be deemed approval. Once such samples to have been approved by LICENSOR, LICENSEE shall not materially depart therefrom without LICENSOR's prior express written consent, which shall not be unreasonably withheldgiven for such stage.
F. (f) At least once during each calendar year, LICENSEE Licensee shall submit to LICENSOR, for approval, Licensor an additional six twenty-four (624) sets of samples.
G. The LICENSEE (g) Licensee agrees to permit LICENSOR Licensor or its representative to inspect at any time the facilities owned or controlled by Licensee where the Licensed Products are being manufactured and packagedpackaged and remove random samples for inspection on or off the premises. Licensor shall not unreasonably interfere with Licensee's manufacturing operations.
Appears in 1 contract
Samples: Sublicense Agreement (Atari Inc)