Licensor’s Exercise of Quality Control Sample Clauses

Licensor’s Exercise of Quality Control. (a) Licensee acknowledges the importance of Licensor’s exercise of quality control over the use of the Licensed Mark in order to preserve the continued integrity and validity of the Licensed Mark and to protect the value and goodwill associated with the Licensed Mark, and that, as between the Parties, Licensor has the sole right to exercise such control. (b) During the Term, no Licensee nor any Affiliate or Sublicensee thereof shall use the Licensed Mark in any manner which is reasonably likely to, or does tarnish, dilute, disparage, or reflect negatively on Licensor, its Affiliates or the Licensed Mark.
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Licensor’s Exercise of Quality Control. (a) Licensee acknowledges the importance of Licensor’s exercise of quality control over the use of the Licensed Marks in order to preserve the continued integrity and validity of the Licensed Marks and to protect the value and goodwill associated with the Licensed Marks, and that, as between the Parties, Licensor has the sole right to exercise such control. (b) At least once every six (6) calendar months, after written request from Licensor, Licensee shall deliver to Licensor (or its designated Affiliate) representative samples of the manner in which Licensee used the Licensed Marks during the preceding six (6) month period. Licensor shall also have the right to periodically inspect and evaluate the manner in which Licensee uses the Licensed Marks, including the rights to (i) periodically evaluate the quality of the Licensed Products offered by Licensee using the Licensed Marks and (ii) periodically request samples of materials on which Licensee uses the Licensed Marks. Such evaluations shall be meant to ensure that Licensee is using the Licensed Marks in a manner designed to maintain or enhance the reputation and integrity of the Licensed Marks and the goodwill associated therewith, and Licensor reserves all rights of approval which are necessary to achieve this result. (c) If Licensee’s use of the Licensed Marks does not comply with the applicable quality or usage standards of this Agreement, upon Licensee’s receipt of written notice thereof, Licensee shall take all necessary steps to remedy any such non-compliance or to cease such non-complying use. Licensee acknowledges and agrees that the material and repeated uncured failure to adhere to the quality or usage standards set forth in this Agreement shall entitle Licensor to terminate the license to the Licensed Marks set forth in Section 3.1.
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Related to Licensor’s Exercise of Quality Control

  • Reservation of Stock, Etc., Issuable on Exercise of Warrant The Company will at all times reserve and keep available, solely for issuance and delivery on the exercise of this Warrant, shares of Common Stock (or Other Securities) from time to time issuable on the exercise of this Warrant.

  • Reservation of Stock Issuable on Exercise of Warrant The Company will at all times reserve and keep available, solely for issuance and delivery on the exercise of the Warrant, shares of Common Stock (or Other Securities) from time to time issuable on the exercise of the Warrant.

  • Reservation of Stock, etc. Issuable on Exercise of Warrant; Financial Statements The Company will at all times reserve and keep available, solely for issuance and delivery on the exercise of the Warrants, all shares of Common Stock (or Other Securities) from time to time issuable on the exercise of the Warrant. This Warrant entitles the Holder hereof to receive copies of all financial and other information distributed or required to be distributed to the holders of the Company's Common Stock.

  • Standards for Exercising Rights and Remedies To the extent that applicable law imposes duties on Secured Party to exercise remedies in a commercially reasonable manner, Debtor acknowledges and agrees that it is not commercially unreasonable for Secured Party (a) to fail to incur expenses reasonably deemed significant by Secured Party to prepare Collateral for disposition, (b) to fail to obtain third party consents for access to Collateral to be disposed of, or to obtain or, if not required by other law, to fail to obtain governmental or third party consents for the collection or disposition of Collateral to be collected or disposed of, (c) to fail to exercise collection remedies against account debtors or other persons obligated on Collateral or to fail to remove liens or encumbrances on or any adverse claims against Collateral, (d) to exercise collection remedies against account debtors and other persons obligated on Collateral directly or through the use of collection agencies and other collection specialists, (e) to advertise dispositions of Collateral through publications or media of general circulation, whether or not the Collateral is of a specialized nature, (f) to contact other persons, whether or not in the same business as Debtor, for expressions of interest in acquiring all or any portion of the Collateral, (g) to hire one or more professional auctioneers to assist in the disposition of Collateral, whether or not the Collateral is of a specialized nature, (h) to dispose of Collateral by utilizing Internet sites that provide for the auction of assets of the types included in the Collateral or that have the reasonable capability of doing so, or that match buyers and sellers of assets, (i) to dispose of assets in wholesale rather than retail markets, (j) to disclaim disposition warranties, (k) to purchase insurance or credit enhancements to insure Secured Party against risks of loss, collection or disposition of Collateral or to provide to Secured Party a guaranteed return from the collection or disposition of Collateral, or (l) to the extent deemed appropriate by Secured Party, to obtain the services of other brokers, investment bankers, consultants and other professionals to assist Secured Party in the collection or disposition of any of the Collateral. Debtor acknowledges that the purpose of this Section is to provide non-exhaustive indications of what actions or omissions by Secured Party would fulfill Secured Party’s duties under the UCC in Secured Party’s exercise of remedies against the Collateral and that other actions or omissions by Secured Party shall not be deemed to fail to fulfill such duties solely on account of not being indicated in this Section. Without limitation upon the foregoing, nothing contained in this Section shall be construed to grant any rights to Debtor or to impose any duties on Secured Party that would not have been granted or imposed by this Agreement or by applicable law in the absence of this Section.

  • Non-Exercise of Rights 31.1. Either Party’s failure to seek redress for violations, or to insist upon strict performance, of any condition or provision of this Agreement, or its failure to exercise any or part of any of right or remedy to which that Party is entitled under this Agreement, shall not constitute an implied waiver thereof.