Common use of Obligations of Licensee Clause in Contracts

Obligations of Licensee. 4.1 Licensee must give away at least five (5) seats to the WSOP 2019 Main Event, or equivalent in cumulative Event buy-ins, at the Satellite Tournament, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 World Series of Poker to enter a Satellite Tournament. Individuals who are gaming restricted (either self-excluded through Caesars self- exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite Tournament. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite Tournament, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewith. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar thereto. Licensee may not register, record or use any domain name, search engine keyword or social media username, using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (foreign or domestic ). If Licensee registers, records or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

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Obligations of Licensee. 4.1 Licensee must give away at least five one (51) seats seat to the WSOP 2019 2016 Main Event, or equivalent in cumulative Event buy-ins, at through the Satellite TournamentPromotion, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2016 World Series of Poker to enter a Satellite TournamentPromotion. Individuals who are gaming restricted (either self-excluded through Caesars self- self-exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite TournamentPromotion. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament from the Promotion to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite TournamentPromotion, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewith. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar theretothereo. Licensee may not register, record or use any domain name, search engine keyword or social media username, using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (foreign or domestic ). If Licensee registers, records records, or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames names shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

Obligations of Licensee. 4.1 Licensee must give away at least five one (51) seats seat to the WSOP 2019 2011 Main Event, or equivalent in cumulative Event buy-ins, at the Satellite Tournament, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2011 World Series of Poker to enter a Satellite TournamentPromotion. Individuals who are gaming restricted (either self-excluded through Caesars self- self-exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite TournamentPromotion. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament from the Promotion to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite TournamentPromotion, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewithhereof. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar theretothereof. Licensee may not register, register or record or use any domain name, search engine keyword or social media username, name using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (with a foreign or domestic domain name). If Licensee registers, registers or records or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames names shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

Obligations of Licensee. 4.1 Licensee must give away at least five one (51) seats seat to the WSOP 2019 2015 Main Event, or equivalent in cumulative Event buy-ins, at through the Satellite TournamentPromotion, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2015 World Series of Poker to enter a Satellite TournamentPromotion. Individuals who are gaming restricted (either self-excluded through Caesars self- self-exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite TournamentPromotion. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament from the Promotion to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite TournamentPromotion, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewith. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar theretothereo. Licensee may not register, record or use any domain name, search engine keyword or social media username, using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (foreign or domestic ). If Licensee registers, records records, or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames names shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

Obligations of Licensee. 4.1 Licensee must give away at least five (5) seats to the WSOP 2019 2016 Main Event, or equivalent in cumulative Event buy-ins, at the Satellite Tournament, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2016 World Series of Poker to enter a Satellite Tournament. Individuals who are gaming restricted (either self-excluded through Caesars self- exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite Tournament. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite Tournament, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewith. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar thereto. Licensee may not register, record or use any domain name, search engine keyword or social media username, using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (foreign or domestic ). If Licensee registers, records or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

Obligations of Licensee. 4.1 Licensee must give away at least five one (51) seats seat to the WSOP 2019 2017 Main Event, or equivalent in cumulative Event buy-ins, at through the Satellite TournamentPromotion, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2017 World Series of Poker to enter a Satellite TournamentPromotion. Individuals who are gaming restricted (either self-excluded through Caesars self- self-exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite TournamentPromotion. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament from the Promotion to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite TournamentPromotion, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewith. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar theretothereo. Licensee may not register, record or use any domain name, search engine keyword or social media username, using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (foreign or domestic ). If Licensee registers, records records, or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames names shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

Obligations of Licensee. 4.1 Licensee must give away at least five one (51) seats seat to the WSOP 2019 Main Event, or equivalent in cumulative Event buy-ins, at through the Satellite TournamentPromotion, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 World Series of Poker to enter a Satellite TournamentPromotion. Individuals who are gaming restricted (either self-excluded through Caesars self- self-exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite TournamentPromotion. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament from the Promotion to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite TournamentPromotion, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewith. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar thereto. Licensee may not register, record or use any domain name, search engine keyword or social media username, using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (foreign or domestic ). If Licensee registers, records records, or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames names shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

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Obligations of Licensee. 4.1 Licensee must give away at least five one (51) seats seat to the WSOP 2019 2011 Main Event, or equivalent in cumulative Event buy-ins, at the Satellite Tournament, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2011 World Series of Poker to enter a Satellite Tournament. Individuals who are gaming restricted (either self-excluded through Caesars self- exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite Tournament. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite Tournament, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewithhereof. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar theretothereof. Licensee may not register, register or record or use any domain name, search engine keyword or social media username, name using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (with a foreign or domestic domain name). If Licensee registers, registers or records or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames names shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

Obligations of Licensee. 4.1 Licensee must give away at least five one (51) seats seat to the WSOP 2019 WSOPE 2011 Main Event, or equivalent in cumulative Event buy-ins, at the Satellite Tournament, the registration fee of Ten Thousand Dollars Euros ($10,000.00€10000) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 2118, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2011 World Series of Poker Europe to enter a Satellite Tournament. Individuals who are gaming restricted (either self-excluded through Caesars self- exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite Tournament. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite Tournament, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewithhereof. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar theretothereof. Licensee may not register, register or record or use any domain name, search engine keyword or social media username, name using the words “WSOPWSOPE”, “World Series of PokerPoker Europe” or “Caesars” or any derivative thereof (with a foreign or domestic domain name). If Licensee registers, registers or records or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames names shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

Obligations of Licensee. 4.1 Licensee must give away at least five (5) seats to the WSOP 2019 2017 Main Event, or equivalent in cumulative Event buy-ins, at the Satellite Tournament, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2017 World Series of Poker to enter a Satellite Tournament. Individuals who are gaming restricted (either self-excluded through Caesars self- exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite Tournament. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite Tournament, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewith. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar thereto. Licensee may not register, record or use any domain name, search engine keyword or social media username, using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (foreign or domestic ). If Licensee registers, records or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

Obligations of Licensee. 4.1 Licensee must give away at least five one (51) seats seat to the WSOP 2019 2018 Main Event, or equivalent in cumulative Event buy-ins, at through the Satellite TournamentPromotion, the registration fee of Ten Thousand Dollars ($10,000.00) per Seat to be paid in full by Licensee pursuant to Section 3. 4.2 All Materials must clearly state that Licensor is not responsible for any tax liability associated with the award of a Seat. 4.3 Licensee shall only allow individuals who have attained the age of 21, and who are otherwise suitable under applicable gaming laws, to participate in the 2019 2018 World Series of Poker to enter a Satellite TournamentPromotion. Individuals who are gaming restricted (either self-excluded through Caesars self- self-exclusion program or exclusion because of filing with a state gaming regulatory program) cannot participate in/win a Satellite TournamentPromotion. The ineligibility or inability of an individual who wins a Seat in a Satellite Tournament from the Promotion to participate in the Event for any reason does not relieve Licensee of its obligation to pay the full License Fee, and in such case Licensor retains the right in its sole discretion to appoint a substitute player to fill the Seat. 4.4 All Materials created by or on behalf of Licensee shall comply with the Trademark Usage Guidelines and Caesars Marketing Code as they may be revised from time to time. Licensee shall provide to Licensor samples of all Materials and obtain Licensor’s prior written approval of same. In the event Licensor does not approve the Materials, Licensee must immediately cease using the Materials. In such event, Licensor will provide a written explanation to Licensee as to why the Materials were not approved and when applicable, how the Materials may be modified to obtain Licensor’s approval. Licensee may not resume using the Materials until such time as Licensor has reviewed the modifications and provided written approval of same. Should Licensor determine, in its sole discretion, that Licensee or any of its directors, officers, employees, agents, designees, or contractors, have acted or failed to act in a manner so as to be contrary to or inconsistent with the Caesars Marketing Code, then Licensor shall have the right to terminate this Agreement immediately with no liability or further obligations to Licensee. 4.5 Upon reasonable notice, representatives of Licensor shall have the right during normal business hours, to enter the premises of Licensee to examine Licensee's business operations, including any Materials. 4.6 Without limiting any other provision of this Agreement, the Materials and the marketing, promotion and advertising of the Satellite TournamentPromotion, shall comply with all applicable state, federal, foreign and local laws, rules and regulations. 4.7 It is expressly understood and agreed by Licensee that Licensee may use the Property only in connection with Materials and only in accordance with the terms hereof and Licensee will not use, reproduce, distribute or display (or authorize the use, reproduction, distribution or display of) the Property in any manner other than as expressly authorized by this Agreement. Licensee shall not alter, modify, adapt, amend or in any way change any Property or any part thereof. Licensee shall not do or authorize to be done any action that would prejudice the validity or registration of the Property or the good will associated therewith. Licensee agrees that Licensee shall not use or adopt any corporate name, trade name, trade dress or other form of corporate identification which includes the Property or any portion thereof or which is confusingly similar theretothereo. Licensee may not register, record or use any domain name, search engine keyword or social media username, using the words “WSOP”, “World Series of Poker” or “Caesars” or any derivative thereof (foreign or domestic ). If Licensee registers, records records, or uses any such domain names, search engine keywords or social media usernames, Licensee agrees all ownership rights in such domain names, search engine keywords or social media usernames names shall immediately vest in Licensor and that Licensee will cooperate in executing any documentation necessary to evidence ownership by Licensor.

Appears in 1 contract

Samples: Trademark License Agreement

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