Common use of Use of Licensed Products Clause in Contracts

Use of Licensed Products. (a) Company acknowledges that Licensor has developed a valuable right in the Golfer Identification which is an integral part of this Agreement and subject to an exclusive license to Company as provided herein. In an effort to maintain and enhance the goodwill associated with the Golf Identification and to assist Company in the usage of the Golfer Identification, and provided that Company is not in default of any of its obligations hereunder, and provided further that Company shall supply Golfer at no cost or expense with sufficient quantities of Licensed Products (including, as to golf clubs, irons, driver and wood▇) ▇▇ich are fully acceptable to Golfer for her use in tournament play, then Licensor agrees that Golfer will use Licensed Products exclusively whenever she participates publicly in any golf tournament, exhibition, clinic, or other similar golf-related event in which she participates publicly anywhere in the world. Company shall have the right to have those Licensed Products used by Golfer hereunder identified with the Golfer Identification in the same manner such Licensed Products are identified when distributed and sold to consumers. It is understood, however, that any such identification must be of a size, shape and location not in conflict with LPGA rules or the rules governing any professional golf tournament in which Golfer participates. Company further acknowledges that Licensor shall have the right to display one advertising patch on the golf caddy bag (which shall be a Product of Company) used by Golfer and two advertising patches (one on each sleeve) of the shirt and/or any outerwear worn by Golfer during her participation in golf tournaments, exhibitions and other golf related events in which she participates any where in the world during the Contract Period. It is understood, however, that any such advertising patch shall not incorporate any name, logo or identification of any third party involved in the manufacture, advertising, distribution or sale of articles of the same generic type as Licensed Products. (b) Notwithstanding the foregoing, it is understood and agreed that if Golfer shall find in her sincere good faith judgment that any Licensed Products as previously supplied by Company are not satisfactory for her use, then Licensor shall immediately so notify Company, and Company shall use its best efforts to supply Golfer with Licensed Products which are fully satisfactory to Golfer. In no event shall Golfer be required to use Licensed Products which are unsatisfactory, including during any period in which Company is attempting to replace such Licensed Products with satisfactory ones.

Use of Licensed Products. (a) Company acknowledges that Licensor has developed a valuable right in the Golfer Identification which is an integral part of this Agreement and subject to an exclusive license to Company as provided herein. In an effort to maintain and enhance the goodwill associated with the Golf Golfer Identification and to assist Company in the usage of the Golfer Identification, and provided that Company is not in default of any of its obligations hereunder, and provided further that Company shall supply Golfer at no cost or expense with sufficient quantities of Licensed Products (including, as to golf clubs, irons, driver and wood▇) ▇▇ich are fully acceptable to Golfer for her use in tournament play, then Licensor agrees that that, except as otherwise provided herein, Golfer will use Licensed Products (except golf headwear) exclusively whenever she participates publicly in any golf tournament, exhibition, clinic, or other similar golf-related event in which she participates publicly anywhere in the world. Company shall have the right to have those Licensed Products used by Golfer hereunder identified with the Golfer Identification in the same manner such Licensed Products are identified when distributed and sold to consumers. It is understood, however, that any such identification must be of a size, shape and location not in conflict with LPGA rules or the rules governing any professional golf tournament in which Golfer participates. Company further acknowledges that Licensor shall have the right to display one third party advertising patch on the golf caddy bag (which shall be a Product of Company) used by Golfer and two one third party advertising patches (one patch on each sleeve) of the shirt and/or any outerwear worn by Golfer during her participation in golf tournaments, exhibitions and other golf related events in which she participates any where anywhere in the world during the Contract Period. Licensor shall use reasonable efforts to cause Golfer to place a Company advertising patch on the chest of the shirt, vest and rainwear jacket. If Golfer does not place such advertising patch on the chest of the shirt for any reason including but not limited to other sponsorship obligations, Licensor shall cause Golfer to place the patch on another visible location on the shirt (it being understood that such location shall be on the left sleeve, if available, and if not available, the right sleeve or right chest of the shirt and rainwear jacket). In addition to this patch, Licensor shall cause Golfer to place a Company advertising patch on the collar of Golfer's shirt. It is understood, however, that any such third party advertising patch shall not incorporate any name, logo or identification of any Competitor. It is further understood by the parties hereto that Golfer has a separate agreement with Sara ▇▇▇ ▇▇▇poration ("Sara ▇▇▇") ▇o wear a Sara ▇▇▇ ▇▇▇or whenever she participates publicly in any golf tournament, exhibition, clinic or other similar golf-related event. Upon the expiration or termination of such agreement, Licensor agrees to negotiate in good faith with Company prior to negotiating with any third party involved in (other than Sara ▇▇▇) ▇▇th respect to Golfer's headwear. If the manufactureparties are unable to reach agreement within thirty days after the start of such negotiations, advertisingLicensor shall be permitted to enter into negotiations and contract with third parties (who are not Competitors) with respect to Golfer's headwear; provided, distribution or sale however, during the Contract Period, Company shall have the right to match any offer by a third party that is less than the final written offer submitted to Licensor by Company during the thirty-day negotiation period. If the Company desires to match such third party's offer it must provide written notice thereof within ten days after receiving notice of articles such third party offer and must enter into an amendment of this Agreement within thirty days thereafter incorporating the same generic type as Licensed Productsterms of such offer. (b) Notwithstanding the foregoing, it is understood and agreed that if Golfer shall find in her sincere good faith judgment that any Licensed Products as previously supplied by Company are not satisfactory for her use, then Licensor shall immediately so notify Company, and Company shall use its best good and commercially reasonable efforts to supply Golfer with Licensed Products which are fully satisfactory to Golfer. In no event shall Golfer be required to use Licensed Products which are unsatisfactory, including during any period in which Company is attempting to replace such Licensed Products with satisfactory ones.

Use of Licensed Products. (a) Company acknowledges that Licensor has developed a valuable right in the Golfer Identification which is an integral part of this Agreement and subject to an exclusive license to Company as provided herein. In an effort to maintain and enhance the goodwill associated with the Golf Golfer Identification and to assist Company in the usage of the Golfer Identification, and provided that Company is not in default of any of its obligations hereunder, and provided further that Company shall supply Golfer at no cost or expense with sufficient quantities of Licensed Products (including, as to golf clubs, irons, driver and wood▇▇▇▇▇) ▇▇ich which are fully acceptable to Golfer for her use in tournament play, then Licensor agrees that that, except as otherwise provided herein, Golfer will use Licensed Products (except golf headwear) exclusively whenever she participates publicly in any golf tournament, exhibition, clinic, or other similar golf-related event in which she participates publicly anywhere in the world. Company shall have the right to have those Licensed Products used by Golfer hereunder identified with the Golfer Identification in the same manner such Licensed Products are identified when distributed and sold to consumers. It is understood, however, that any such identification must be of a size, shape and location not in conflict with LPGA rules or the rules governing any professional golf tournament in which Golfer participates. Company further acknowledges that Licensor shall have the right to display one third party advertising patch on the golf caddy bag (which shall be a Product of Company) used by Golfer and two one third party advertising patches (one patch on each sleeve) of the shirt and/or any outerwear worn by Golfer during her participation in golf tournaments, exhibitions and other golf related events in which she participates any where anywhere in the world during the Contract Period. Licensor shall use reasonable efforts to cause Golfer to place a Company advertising patch on the chest of the shirt, vest and rainwear jacket. If Golfer does not place such advertising patch on the chest of the shirt for any reason including but not limited to other sponsorship obligations, Licensor shall cause Golfer to place the patch on another visible location on the shirt (it being understood that such location shall be on the left sleeve, if available, and if not available, the right sleeve or right chest of the shirt and rainwear jacket). In addition to this patch, Licensor shall cause Golfer to place a Company advertising patch on the collar of Golfer's shirt. It is understood, however, that any such third party advertising patch shall not incorporate any name, logo or identification of any Competitor. It is further understood by the parties hereto that Golfer has a separate agreement with ▇▇▇▇ ▇▇▇ Corporation ("▇▇▇▇ ▇▇▇") to wear a ▇▇▇▇ ▇▇▇ visor whenever she participates publicly in any golf tournament, exhibition, clinic or other similar golf-related event. Upon the expiration or termination of such agreement, Licensor agrees to negotiate in good faith with Company prior to negotiating with any third party involved in (other than ▇▇▇▇ ▇▇▇) with respect to Golfer's headwear. If the manufactureparties are unable to reach agreement within thirty days after the start of such negotiations, advertisingLicensor shall be permitted to enter into negotiations and contract with third parties (who are not Competitors) with respect to Golfer's headwear; provided, distribution or sale however, during the Contract Period, Company shall have the right to match any offer by a third party that is less than the final written offer submitted to Licensor by Company during the thirty-day negotiation period. If the Company desires to match such third party's offer it must provide written notice thereof within ten days after receiving notice of articles such third party offer and must enter into an amendment of this Agreement within thirty days thereafter incorporating the same generic type as Licensed Productsterms of such offer. (b) Notwithstanding the foregoing, it is understood and agreed that if Golfer shall find in her sincere good faith judgment that any Licensed Products as previously supplied by Company are not satisfactory for her use, then Licensor shall immediately so notify Company, and Company shall use its best good and commercially reasonable efforts to supply Golfer with Licensed Products which are fully satisfactory to Golfer. In no event shall Golfer be required to use Licensed Products which are unsatisfactory, including during any period in which Company is attempting to replace such Licensed Products with satisfactory ones.