USISL. The obligations of the parties as set forth in their respective license agreements with respect to the USISL will be shared on a 50/50 basis without year-end adjustment. The parties will provide products from their respective product lines, as appropriate and will be reimbursed 30 days following the end of the applicable calendar quarter to restore expenses to the 50/50 ratio.
USISL. There shall have been no Material adverse change to USISL or its business, assets, financial condition, results of operation or prospects, assets or liabilities (absolute, contingent or otherwise) between August 1, 1998 and the Closing Date, other than in the ordinary course of business or as described in the resolutions of the board of directors of the USISL dated November 9, 1998 and the amendment to the sponsorship agreement between USISL and Seller effective as of January 1, 1998, both included in Schedule 3.7(c) nor has the USISL declared a dividend or entered into any Material agreements between August 1, 1998 and the Closing Date, other than in the ordinary course of business.
USISL. For the period January 1, 1999 through December 31, 1999 and provided the consent required by Section 1.4(d)(ii) has been obtained and the USISL Contract is in effect, Licensee shall pay USISL on behalf of UMBRO the lesser of $250,000 or 40% of the amounts required to be paid, including the cost of all Product required to be supplied (including shipping) by UMBRO under Section 2.3 of the Sponsorship Agreement dated November 3, 1995 between UMBRO and USISL, renewed on January 9, 1997 and as amended on or about November 9, 1998 (the "USISL Contract"), payable at such dates set forth in Section 2.3 of the USISL Contract. UMBRO further agrees that any outstanding payable owed to USISL by UMBRO as of the Effective Date will be paid in full within eighteen months following the Effective Date. In the event such outstanding payable is not paid in full within eighteen months of the Effective Date, Licensee shall have the option to pay to USISL on UMBRO's behalf the remaining portion of such outstanding balance and offset all such amounts against royalties due to UMBRO until such amounts are repaid in full to Licensee. On or before December 31, 0000 XXXXX shall obtain the written consent of USISL for Licensee to use the USISL trademarks, logos and other intellectual property rights to the same extent as UMBRO is granted such rights under the USISL Contract. UMBRO shall notify Licensee in writing promptly upon receipt of notice of any alleged breach of any provision of the USISL Contract or of alleged termination or expiration thereof.
