Common use of Operations in General Clause in Contracts

Operations in General. In order to maintain the reputation and goodwill --------------------- of Muzak, the Services, and the Proprietary Marks, Licensee shall: (a) Comply with all federal, state, and local laws, rules and regulations, and timely obtain all permits, certificates, and licenses, necessary in the reasonable judgment of Licensee for the proper conduct of the business licensed hereunder (the "Business"). (b) Maintain an office in the Territory and promptly notify Muzak in the event Licensee moves the office to a new location within the Territory; provided, however, that if Licensee is also the Muzak licensee in a territory adjacent to the Territory and maintains an office in that territory that adequately serves Subscribers in both such territories, Licensee need not maintain an office in the Territory. (c) Be responsible for paying for all performing rights licenses necessary for the distribution of the Services; provided, however, that Muzak shall be responsible for paying for the license with SESAC to the extent required for Licensee's distribution of the Services. (d) Be responsible for paying all applicable local, state and federal taxes of whatever nature, now or hereafter enacted, relating to Licensee's provision of the Services, and all accounts and other indebtedness of every kind incurred by Licensee in the conduct of the Business. (e) Hold itself out to the public as an independent contractor, operating under a license from Muzak. In the event Licensee elects to exhibit the MUZAK(R) name on its stationery or vehicles, such exhibition shall be in a conspicuous place and only in juxtaposition with Licensee's corporate name.

Operations in General. In order to maintain the reputation and --------------------- goodwill --------------------- of Muzak, the Services, and the Proprietary Marks, Licensee shall: (a) Comply with all federal, state, and local laws, rules and regulations, and timely obtain all permits, certificates, and licenses, necessary in the reasonable judgment of Licensee for the proper conduct of the business licensed hereunder (the "Business"). (b) Maintain an office in the Territory and promptly notify Muzak in the event Licensee moves the office to a new location within the Territory; provided, however, that if Licensee is also the Muzak licensee in a territory adjacent to the Territory and maintains an office in that territory that adequately serves Subscribers in both such territories, Licensee need not maintain an office in the Territory. (c) Be responsible for paying for all performing rights licenses necessary for the distribution of the Services; provided, however, that Muzak shall be responsible for paying for the license with SESAC to the extent required for Licensee's distribution of the Services. (d) Be responsible for paying all applicable local, state and federal taxes of whatever nature, now or hereafter enacted, relating to Licensee's provision of the Services, and all accounts and other indebtedness of every kind incurred by Licensee in the conduct of the Business. (e) Hold itself out to the public as an independent contractor, operating under a license from Muzak. In the event Licensee elects to exhibit the MUZAK(R) name on its stationery or vehicles, such exhibition shall be in a conspicuous place and only in juxtaposition with Licensee's corporate name.