Common use of Quality of Products Clause in Contracts

Quality of Products. WDC acknowledges that the Spinco Group Licensed Trademarks indicate to the public that the goods and services covered under the Spinco Group Licensed Trademarks are of a commercially consistent high quality and standard. Accordingly, WDC agrees that it and its Affiliates’ and sublicensee’s use of the Spinco Group Licensed Trademarks pursuant to this Agreement shall be in a manner that does not have any detrimental impact on the Spinco Group’s reputation or the goodwill associated with the Spinco Group’s business or the Spinco Group Licensed Trademarks. WDC and its Affiliates acknowledge and agree that the level of quality of the goods and services produced bearing the Spinco Group Licensed Trademarks shall at all times comply with Spinco’s requirements with respect thereto. WDC shall, and shall cause its Affiliates and sublicensee to, in its and their use of the Spinco Group Licensed Trademarks, adhere to a general level of quality that is consistent with or better than that used with respect to all goods, services and business operations using or associated with the Spinco Group Licensed Trademarks in the twelve (12) months prior to the Effective Date.

Quality of Products. WDC Spinco acknowledges that the Spinco WDC Group Licensed Trademarks indicate to the public that the goods and services covered under the Spinco WDC Group Licensed Trademarks are of a commercially consistent high quality and standard. Accordingly, WDC Spinco agrees that it and its Affiliates’ and sublicensee’s use of the Spinco WDC Group Licensed Trademarks pursuant to this Agreement shall be in a manner that does not have any detrimental impact on the Spinco WDC Group’s reputation or the goodwill associated with the Spinco WDC Group’s business or the Spinco WDC Group Licensed Trademarks. WDC Spinco and its Affiliates acknowledge and agree that the level of quality of the goods and services produced bearing the Spinco WDC Group Licensed Trademarks shall at all times comply with SpincoWDC’s requirements with respect thereto. WDC Spinco shall, and shall cause its Affiliates and sublicensee to, in its and their use of the Spinco WDC Group Licensed Trademarks, adhere to a general level of quality that is consistent with or better than that used with respect to all goods, services and business operations using or associated with the Spinco WDC Group Licensed Trademarks in the twelve (12) months prior to the Effective Date.