Common use of Revocation of approval Clause in Contracts

Revocation of approval. In the event that: (i) the quality, appearance or style of any Licensed Product ceases to be acceptable to NBAP, (ii) LICENSEE uses the Licensed Marks improperly or violates any term of this Paragraph 9 or, (iii) NBAP becomes aware of something relating to any such Licensed Product or LICENSEE which, in the opinion of NBAP, reflects unfavorably upon the professional, business or personal reputation of NBAP, the NBA or any of its Member Teams, then, in any such event, NBAP shall have the right, in its sole discretion, to withdraw its approval of such Licensed Product. In the event of such withdrawal, NBAP shall provide immediate written notice to LICENSEE and LICENSEE shall cease the use of the Licensed Marks in connection with the manufacture, sale, distribution, advertisement or use of such Licensed Product and such Licensed Product shall immediately be withdrawn from the market and destroyed; provided, however, that in the event of a revocation of approval pursuant to (i) above, NBAP and LICENSEE shall negotiate in good faith to provide for a reasonable sell- off period for such Licensed Product and an adjustment to the Minimum Guarantee for such Licensed Product. Within ten (10) days after LICENSEE's receipt of such notice, LICENSEE shall pay all royalties and Minimum Guarantees due NBAP with respect to the Licensed Product for which approval has been revoked. If there are other Licensed Products for which approval has not been withdrawn under this subparagraph, then this Agreement shall remain in full force and effect as to such other Licensed Products deleted from its product lines.

Revocation of approval. In the event that: (i) the quality, appearance or style of any Licensed Product ceases to be acceptable to NBAP, (ii) LICENSEE uses the Licensed Marks improperly or violates any term of this Paragraph 9 or, or (iii) NBAP becomes aware of something relating to any such Licensed Product or LICENSEE which, in the opinion of NBAP, reflects unfavorably upon the professional, business or personal reputation of NBAP, the NBA or any of its Member Teams, then, in any such event, NBAP shall have the right, in the reasonable exercise of its sole discretion, to withdraw its approval of such Licensed Product. In the event of such withdrawal, NBAP shall provide immediate written notice to LICENSEE and LICENSEE shall cease the use of the Licensed Marks in connection with the manufacture, sale, distribution, advertisement or use of such Licensed Product and such Licensed Product shall immediately be withdrawn from the market and destroyed; provided, however, that in the event of a revocation of approval pursuant to (i) above, NBAP and LICENSEE shall negotiate in good faith to provide for a reasonable sell- sell-off period for such Licensed Product and an adjustment to the Minimum Guarantee for such Licensed Product. Within ten thirty (1030) days after LICENSEE's receipt of such notice, LICENSEE shall pay all royalties and Minimum Guarantees due NBAP with respect to the Licensed Product for which approval has been revoked. If there are other Licensed Products for which approval has not been withdrawn under this subparagraph, then this Agreement shall remain in full force and effect as to such other Licensed Products. LICENSEE shall notify NBAP in writing of any Licensed Products deleted from its product lines.

Revocation of approval. In the event that: that (i) the quality, appearance or style of any Licensed Product previously approved by NBAP ceases to be acceptable to NBAP, or (ii) LICENSEE uses the Licensed Marks improperly there is an event or violates any term of this Paragraph 9 or, (iii) NBAP becomes aware of something occurrence relating to any such player depicted in a Licensed Product or LICENSEE which, in the good faith opinion of NBAP, defames or brings into disrepute, or reflects unfavorably upon the professional, business or personal reputation of NBAP, the NBA or any of its Member Teams, then, in any such event, NBAP shall have the right, in its sole discretion, to withdraw its approval of such Licensed Product. In the event of such withdrawala withdrawal pursuant to (i), NBAP shall provide immediate written notice to LICENSEE and LICENSEE shall as soon as practicable cease the use of the Licensed Marks in connection with the manufacture, sale, distribution, advertisement or use printing of such Licensed Product and shall have a six (6) month sell-off period an equitable adjustment to the minimum guarantee for such Licensed Product. In the event of such a withdrawal pursuant to (ii), LICENSEE shall cease the advertising of the Licensed Product and, as soon as practicable, shall cease the printing of such Licensed Product shall immediately be withdrawn from and the market and destroyed; provided, however, that in the event of a revocation of approval pursuant to (i) above, NBAP and LICENSEE parties shall negotiate in good faith to provide for a reasonable sell- sell-off period for such Licensed Product. If, in the good faith judgment of NBAP, the sell-off of such Licensed Product and is likely to defame, bring into disrepute, or reflect unfavorably upon NBAP, the NBA, or any of its Member Teams, then LICENSEE shall destroy its remaining inventory of such Licensed Product. In either case, the parties shall also negotiate an equitable adjustment to the Minimum Guarantee minimum guarantee for such Licensed Product. Within ten (10) days after LICENSEE's receipt of such notice, LICENSEE shall pay all royalties and Minimum Guarantees due NBAP with respect to the Licensed Product for which approval has been revoked. If there are other Licensed Products for which approval has not been withdrawn under this subparagraph, then this Agreement shall remain in full force and effect as to such other Licensed Products. LICENSEE shall notify NBAP in writing of any Licensed Products deleted from its product lines.

Revocation of approval. In the event that: (i) the quality, appearance or style of any Licensed Product previously approved by NBAP ceases to be acceptable to NBAPNBAP because of a change in the quality, appearance or style of the Licensed Product, (ii) LICENSEE uses the Licensed Marks improperly or violates any material term of this Paragraph 9 or, 12 or (iii) NBAP becomes aware of something there is an event or occurrence relating to any such player depicted in a Licensed Product or LICENSEE which, in the good faith opinion of NBAP, defames or brings into disrepute, or reflects unfavorably upon the professional, business or personal reputation of NBAP, the NBA or any of its Member Teams, then, in any such event, NBAP shall have the right, in its sole discretion, to withdraw its approval of such Licensed Product. In the event of such withdrawal, NBAP shall provide immediate written notice to LICENSEE and LICENSEE shall cease the use of the Licensed Marks and Licensed Attributes in connection with the manufacture, sale, distribution, advertisement or use of such Licensed Product and Products and, if practicable, such Licensed Product shall immediately be withdrawn from the market and destroyed; provided, however, that in the event of a revocation of approval pursuant to (i) abovethis Paragraph, NBAP and LICENSEE shall negotiate in good faith to provide for a reasonable sell- sell-off period for such Licensed Product and an equitable adjustment to the Minimum Guarantee for such Licensed Product. Within ten (10) days after LICENSEE's receipt of such notice, LICENSEE shall pay all royalties and Minimum Guarantees due NBAP with respect to the Licensed Product for which approval has been revoked. If there are other Licensed Products for which approval has not been withdrawn under this subparagraph, then this Agreement shall remain in full force and effect as to such other Licensed Products. LICENSEE shall notify NBAP in writing of any Licensed Products deleted from its product lines.

Revocation of approval. In the event that: (i) the quality, appearance or style of any Licensed Product ceases to be acceptable to NBAP, (ii) LICENSEE uses the Licensed Marks improperly or violates any term of this Paragraph 9 or, (iii) NBAP becomes aware of something relating to any such Licensed Product or LICENSEE which, in the opinion of NBAP, reflects unfavorably upon the professional, business or personal reputation of NBAP, the NBA or any of its Member Teams, then, in any such event, NBAP shall have the right, in its sole discretion, to withdraw its approval of such Licensed Product. In the event of such withdrawal, NBAP shall provide immediate written notice to LICENSEE and LICENSEE shall cease the use of the Licensed Marks in connection with the manufacture, sale, distribution, advertisement or use of such Licensed Product and such Licensed Product shall immediately be withdrawn from the market and destroyed; provided, however, that in the event of a revocation of approval pursuant to (i) above, NBAP and LICENSEE shall negotiate in good faith to provide for a reasonable sell- off period for such Licensed Product and an adjustment to the Minimum Guarantee for such Licensed Productadvertising and promotion amounts. Within ten (10) days day after LICENSEE's receipt of such notice, LICENSEE shall pay all royalties and Minimum Guarantees due NBAP with respect to the Licensed Product for which approval has been revoked. If there are other Licensed Products for which approval has not been withdrawn under this subparagraph, then this Agreement shall remain in full force and effect as to such other Licensed Products. LICENSEE shall notify NBAP in writing of any Licensed Products deleted from its product lines.

Revocation of approval. In the event that: (i) the quality, appearance or style of any Licensed Product previously approved by NBAP ceases to be acceptable to NBAPNBAP because of a material change in the quality, appearance or style of the Licensed Product, (ii) LICENSEE uses the Licensed Marks improperly or violates any material term of this Paragraph 9 or, 12 or (iii) NBAP becomes aware of something there is an event or occurrence relating to any such player depicted in a Licensed Product or LICENSEE which, in the good faith opinion of NBAP, defames or brings into disrepute, or reflects unfavorably upon the professional, business or personal reputation of NBAP, the NBA or any of its Member Teams, then, in any such event, NBAP shall have the right, in its sole discretion, to withdraw its approval of such Licensed Product. In the event of such withdrawal, NBAP shall provide immediate written notice to LICENSEE and LICENSEE shall cease the use of the Licensed Marks and Licensed Attributes in connection with the manufacture, sale, distribution, advertisement or use of such Licensed Product and and, if practicable, such Licensed Product shall immediately be withdrawn from the market and destroyed; provided, however, that in the event of a revocation of approval pursuant to (i) abovethis Paragraph, NBAP and LICENSEE shall negotiate in good faith to provide for a reasonable sell- sell-off period for such Licensed Product and an equitable adjustment to the Minimum Guarantee for such Licensed Product. Within ten (10) days after LICENSEE's receipt of such notice, LICENSEE shall pay all royalties and Minimum Guarantees due NBAP with respect to the Licensed Product for which approval has been revoked. If there are other Licensed Products for which approval has not been withdrawn under this subparagraph, then this Agreement shall remain in full force and effect as to such other Licensed Products. LICENSEE shall notify NBAP in writing of any Licensed Products deleted from its product lines. 13.

Revocation of approval. In the event that: (i) the quality, appearance or style of any Licensed Product previously approved by NBAP ceases to be acceptable to NBAP, or (ii) LICENSEE uses the Licensed Marks improperly there is an event or violates any term of this Paragraph 9 or, (iii) NBAP becomes aware of something occurrence relating to any such player depicted in a Licensed Product or LICENSEE which, in the good faith opinion of NBAP, defames or brings into disrepute, or reflects unfavorably upon the professional, business or personal reputation of NBAP, the NBA or any of its Member Teams, then, in any such event, NBAP shall have the right, in its sole discretion, to withdraw its approval of such Licensed Product. In the event of such withdrawala withdrawal pursuant to (i), NBAP shall provide immediate written notice to LICENSEE and LICENSEE shall as soon as practicable cease the use of the Licensed Marks in connection with the manufacture, sale, distribution, advertisement or use printing of such Licensed Product and shall have a six (6) month sell-off period and an equitable adjustment to the minimum guarantee for such Licensed Product. In the event of such a withdrawal pursuant to (ii), LICENSEE shall cease the advertising of the Licensed Product and, as soon as practicable, shall cease the printing of such Licensed Product shall immediately be withdrawn from and the market and destroyed; provided, however, that in the event of a revocation of approval pursuant to (i) above, NBAP and LICENSEE parties shall negotiate in good faith to provide for a reasonable sell- sell-off period for such Licensed Product. If, in the good faith judgment of NBAP, the sell-off of such Licensed Product and is likely to defame, bring into disrepute, or reflect unfavorably upon NBAP, the NBA, or any of its Member Teams, then LICENSEE shall destroy its remaining inventory of such Licensed Product. In either case, the parties shall also negotiate an equitable adjustment to the Minimum Guarantee minimum guarantee for such Licensed Product. Within ten (10) days after LICENSEE's receipt of such notice, LICENSEE shall pay all royalties and Minimum Guarantees due NBAP with respect to the Licensed Product for which approval has been revoked. If there are other Licensed Products for which approval has not been withdrawn under this subparagraph, then this Agreement shall remain in full force and effect as to such other Licensed Products. LICENSEE shall notify NBAP in writing of any Licensed Products deleted from its product lines.