Common use of Have Reproduced Clause in Contracts

Have Reproduced. S-A shall have the right to provide the Licensed Technology to its third party manufacturers for ROM and flash ROM chips (each a "Submanufacturer", provided that each such third party manufacturer shall agree in a signed writing (i) to manufacture Wink Engines and Combined Products only for S-A's account, (ii) not to sell or distribute Wink Engines and Combined Products except to S-A, (iii) to keep the Licensed Technology confidential pursuant to terms and conditions no less restrictive than the terms and conditions of the parties' Non-Disclosure Agreement described in Section 11 below and (iv) that Wink is a third party beneficiary of such agreement and may enforce such agreement directly against such third party manufacturer. In the event that S-A desires to provide the Licensed Technology to a Submanufacturer without also providing such Submanufacturer with software owned by S-A, S-A's provision of the Wink Engine to such Submanufacturer shall be subject to (a) Wink's written approval (not to be unreasonably withheld) of such Submanufacturer, (b) S-A's assurance that it will use the same level of care in choosing Submanufacturers for S-A Devices incorporating the Wink Engine as it does for its other products, and will take all reasonable steps to prevent unauthorized disclosure of Wink Confidential Information, (c) S-A's prompt notification to Wink if S-A knows or believes that a Submanufacturer has breached the provisions of subsection (i) - (iv) above.