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EXHIBIT 10.8
▇▇▇▇▇ & WESSON CORP.
TRADEMARK LICENSE AGREEMENT
This Agreement is effective as of November 1, 1995, by and between ▇▇▇▇▇ &
WESSON CORP., a Delaware Corporation with its principal office at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, (hereinafter called "Licensor"),
and Olympic Optical Company, a Corporation, having its principal office at ▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (hereinafter called
"Licensee"). In consideration of the mutual promises herein contained and other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged by Licensor and Licensee, the parties agree as follows:
1. Definitions. As used in this Agreement, the following terms shall have
the following meanings:
a. "Marks" shall mean those trademarks and service marks
identified in Exhibit A, attached hereto, and all of
Licensor's rights in such Marks including, without
limitation, common law rights, and registrations and
applications for registration of any such Marks in
any state, federal or other jurisdiction.
b. "Licensed Articles" shall mean the articles of
merchandise listed in Exhibit B, attached hereto, and
marked with one or more of the Marks.
c. "Net Sales Price" shall be the invoiced price at
which Licensed Articles are sold by Licensee, less
any sales tax, and less any credits for returns
actually made or allowed, provided that such returns
relate to sales which were previously included in
royalty calculations under this Agreement. There
shall be no deduction from the Net Sales Price on
which royalties are due hereunder for uncollectible
accounts, advertising expenses or other expenses of
any kind except those specifically identified in this
Section.
d. "Territory" is the geographic area identified in
Section 2(a) of this Agreement.
e. "Minimum Guaranteed Royalties" shall have the meaning
set forth in Section 3(d) of this Agreement.
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f. "Contract Year" and "First Contract Year" shall have
the meanings given those respective terms set forth
in Section 2(b) of this Agreement.
NOVEMBER 15. 1995
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2. Grant of License, Term, Licensee's Duties
a. Licensor hereby grants to Licensee an exclusive,
nontransferable license to use the Marks in
connection with the retail sale as a worldwide
agreement of Licensed Articles. Licensee shall not
use, or permit the use of, the Marks on any other
product or for any service, except as specifically
provided in this Agreement. Since Licensor grants
Licensee any rights to use the marks in any
jurisdiction outside of the United States, Licensee
shall take all steps and timely notify Licensor of
all steps as shall be necessary to protect Licensor's
trademark rights in such marks, and assure Licensor's
exclusive ownership, in such jurisdiction.
b. The term of this Agreement shall be for ten years
commencing November 1, 1995 and ending December 31,
2005 at midnight Eastern Standard Time, unless sooner
terminated. Each period from January 1 through
December 31 during the term hereof is hereinafter
referred to as a "Contract Year", with the exception
of the "First Contract Year", which shall be for the
period from the date hereof through December 31,
1996. This Agreement shall be automatically extended
for successive one year periods unless Licensor or
Licensee gives the other party written notice of its
intention not to extend this Agreement, at least 90
days prior to the expiration date of the Agreement or
any extension thereof. The contract can only be
cancelled with cause.
c. Licensee shall use its best efforts to promote the
sale of Licensed Articles in the Territory and shall
maintain facilities and trained personnel sufficient
and adequate to accomplish Licensee's obligations
hereunder.
d. Except as may be specifically provided in this
Agreement, nothing in this Agreement shall be
construed to prevent Licensor from using, or granting
exclusive or nonexclusive licenses to any other
persons to use, any of the Marks in connection with
any goods or services other than those so stated in
Exhibit B.
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3. Royalties and Payment, Minimum Guaranteed Royalties, Reporting
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a. Licensee shall pay Licensor a royalty equal to (6%)
six percent of the Net Sales Price of all Licensed
Articles sold or otherwise distributed by Licensee
during or after the term of this Agreement. Licensee
shall pay Licensor a royalty of (3%) three percent
applied to the sales of the industrial safety market.
b. On or before the thirtieth day of the first month of
each calendar quarter, Licensee shall furnish to
Licensor full and accurate statements, certified by
the Chief Financial Officer of Licensee, showing the
number, description and total Net Sales Prices of the
Licensed Articles sold or otherwise distributed by
Licensee during the preceding calendar quarter.
Licensee shall, simultaneously with such statements,
pay to Licensor the royalties due thereon. Licensee
may credit against any such payment any Minimum
Guaranteed Royalty previously paid by Licensee for
the Contract Year covered by such quarterly
statement, Any Minimum Guaranteed Royalty paid for
any Contract Year shall not be refunded to Licensee,
and may be credited to royalties due in the next
Contract Year.
On or before the thirtieth day of the third month
following the end of each Contract Year, Licensee
shall furnish to Licensor a statement certified by
the Chief Financial Officer of Licensee showing total
sales of Licensed Articles, royalties due and
royalties paid, for the preceding Contract Year. If
such statement discloses that the amount of royalties
paid during any period to which such statement
relates were less than the amount required to be
paid, Licensee shall pay such deficiency concurrently
with the delivery of the statement.
c. For purposes of this Agreement, a Licensed Article
shall be considered sold when such Article has been
shipped, distributed, paid for, billed or invoiced,
whichever first occurs.
d. Notwithstanding anything to the contrary set forth
herein, Licensee shall pay to Licensor minimum
royalties ("Minimum Guaranteed Royalties"), as
follows:
First Contract Year $25,000.00
Second Contract Year $27,500.00
Third Contract Year $30,250.00
Fourth Contract Year $33,275.00
Fifth Contract Year $36,600.00
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Sixth Contract Year $40,250.00
Seventh Contract Year $44,250.00
Eighth Contract Year $48,700.00
Ninth Contract Year $53,600.00
Tenth Contract Year, and
each subsequent Contract
Year, or portion thereof,
included in the term of
this Agreement, until
changed by mutual written
agreement of the parties $65,000.00
The Minimum Guaranteed Royalty for the First Contract
Year shall be paid upon execution of this Agreement.
Thereafter for each Contract Year during which this
Agreement is in effect, the Minimum Guaranteed
Royalty for such Contract year shall be paid at the
end of the quarter during which they were earned,
pursuant to Section 3(b) of this Agreement, during
such contract Year.
e. Any delinquent amounts under this Agreement shall
bear simple interest at the rate of 1.5 percent per
month, or if lower, the highest rate permitted by
law, from the due date thereof until paid.
4. Protection of Marks
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a. Licensee acknowledges Licensor's exclusive right,
title and interest in and to the Marks, both at
common law and under other applicable laws, and will
not, either directly or indirectly, at any time, do
anything to discredit any part of such right, title
or interest or challenge the validity of this
License. Licensee agrees that its use of the Marks
will inure entirely to the benefit of Licensor.
Licensee shall assist Licensor, to the extent
necessary, upon request by Licensor, in the
procurement of any protection of Licensor's rights in
the Marks. Upon Licensor's request from time to time,
Licensee shall provide Licensor with six specimens of
any ▇▇▇▇ used on Licensed Articles and whatever other
documentation or information may be requested by
Licensor for the registration of any ▇▇▇▇ in any
category into which the Licensed Articles fall.
b. Licensee shall use the Marks only in the form and
manner and with appropriate legends as prescribed
from time to time by Licensor, and shall not use any
other trademark or service ▇▇▇▇
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in combination with any ▇▇▇▇ without prior written
approval of Licensor. In any written materials, such
as the packaging, advertising materials, catalogs,
brochures and the like associated with the Licensed
Articles, in addition to the "(R)" or "TM" symbol
displayed adjacent to the ▇▇▇▇, as appropriate,
Licensee shall use the following notice at least once
in each such document: "Licensed Trademark of ▇▇▇▇▇ &
Wesson Corp."
c. Licensee recognizes that the ▇▇▇▇▇ & WESSON name and
associated marks are world famous and that, even if
not registered in any country, the unauthorized use
thereof would seriously dilute the distinctiveness of
such name and the Marks.
d. Licensee shall immediately notify Licensor in writing
of any infringements or imitations by other persons
of any ▇▇▇▇, of which Licensee becomes aware.
Licensor shall have the sole right to determine
whether or not any action shall be taken on account
of such infringements or imitations. Licensee shall
not institute any suit or take any action on account
of any such infringements or imitations without first
obtaining the written consent of Licensor to do so.
5. Assignment of Marks
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If Licensee shall acquire any rights in the marks in any
country, Licensee shall notify Licensor and immediately assign
such right to Licensor. Licensee shall not permit any other
person to use any of the Marks without Licensor's prior
written consent, and shall cause any manufacturer or other
person involved in the production, promotion or sale of
Licensed Articles to agree to assign to Licensor any rights in
any ▇▇▇▇ acquired by such manufacturer or other person.
6. Indemnification
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a. Licensee shall at all times, and to the fullest
extent permitted by law, indemnify and hold harmless
Licensor and its successors, assigns, franchisees,
subsidiaries, affiliates, licensing agents and
distributors, and the directors, officers, agents and
employees of each of the foregoing entities, from and
against any and all damages, demands, claims, suits,
actions, investigations, charges, costs and expenses
including, without limitation, attorneys fees and
court costs, settlement amounts, judgments,
compensation for damage to Licensor's reputation, and
any losses of any nature, which arise out of or are
based upon any of the following:
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(1) Any actual or alleged design
defect, manufacturing defect,
failure to warn or instruct, breach
of warranty, negligence, strict
liability in tort or any other
product liability legal theory
associated with the Licensed
Articles;
(2) The infringement, alleged
infringement or any other violation
or alleged violation of any patent,
trademark or copyright rights or
other proprietary rights owned or
controlled by third parties by
reason of the manufacture, use,
advertising, sale or distribution
of the Licensed Articles except for
trademark actions arising out of
Licensee's approved use of the
Marks;
(3) The violation, or alleged
violation, of any federal, state or
local law, regulation, ruling,
standard or directive or of any
industry standard with respect to
the Licensed Articles;
(4) Licensee's breach of any warranty,
representation, agreement or
obligation hereunder; or
(5) Any other acts or omissions of
Licensee, or its agents, servants
or contractors with respect to the
manufacture, promotion or sale of
Licensed Articles.
b. Licensee shall promptly give Licensor notice of any
action, suit, proceeding, claim, demand, inquiry or
investigation relating to the Marks or the Licensed
Articles. Licensor may at its sole option, elect to
undertake the defense of any such action, suit,
proceeding, claim, demand, inquiry or investigation,
provided that such an undertaking by Licensor shall
not diminish Licensee's obligation hereunder to
indemnify Licensor and to hold it harmless. Licensor
may, at any time and without notice, order or consent
to a recall, the making of refunds or settlements, or
the giving of notice to consumers or similar remedies
with respect to the Licensed Articles. All losses and
expenses incurred under this Section shall be
chargeable to Licensee pursuant to its obligations of
indemnity under this Section, regardless of any
actions, activity or defense undertaken by Licensor
or Licensee or the subsequent success or failure of
such actions, activity or defense.
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c. Licensor assumes no liability whatsoever for the acts
and omissions of Licensee, or any of those with whom
Licensee may contract for the manufacture,
distribution or sale of Licensed Articles,
notwithstanding any prior consent by Licensor to such
contract.
7. Insurance
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Licensee shall maintain, throughout the term of this
Agreement, at its own expense, liability insurance, from an
insurance company, with such liability coverages and limits,
as are acceptable to Licensor. Such policies shall name
Licensor as an additional insured and shall provide that
Licensor shall receive at least 30 days prior written notice
of intent to cancel, alter or amend such policy. Licensee
shall provide Licensor upon execution of this Agreement and
upon Licensor's request from time to time thereafter, with
certificates or other evidence of insurance required by this
Section. Licensee shall keep all insurance coverages required
by this Agreement in full force and effect for a period of
three years after the termination of this Agreement.
8. Quality of Licensed Articles
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a. Licensee agrees, and represents and warrants to
Licensor, that all Licensed Articles shall be
competitive and at a quality level in line with the
retail price, and of high safety and structural
standards, of such style, appearance, quality and
consistency as shall be suitable for distribution and
satisfactory for consumer usage, and otherwise
merchantable and fit for the purposes for which they
are intended to be used. Before manufacturing any
Licensed Article, and upon Licensor's request from
time to time, Licensee shall submit to Licensor, for
its written approval of the ▇▇▇▇ usage, samples of
each Licensed Article together with any labeling or
packaging in which such Licensed Article is to be
marketed or sold. The number of samples to be
furnished by Licensee shall be such reasonable number
as Licensor may from time to time request. All
samples shall be provided without charge to Licensor.
No Licensed Article shall be distributed or sold
pursuant to this Agreement until Licensee has
obtained Licensor's written approval of the samples
submitted. Licensor will forward written
approval/disapproval within 15 working days.
b. All Licensed Articles shall be of the same quality
and workmanship as the approved sample, and in the
manufacture
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thereof, Licensee shall cause to be used
state-of-the-art manufacturing processes, techniques
and quality control procedures in order to ensure
that the Licensed Articles will consistently comply
with the highest product quality standards. Under no
circumstances shall Licensee sell, distribute, give
away or otherwise deal in Licensed Articles that are
seconds, that bear a distortion of the Marks or that
do not comply with this Agreement.
c. Licensor has a clear policy of meeting our customer's
needs and expectations. We must insist that this
policy be espoused by any ▇▇▇▇▇ & Wesson licensee, as
to act otherwise would undermine the Licensor's
corporate commitment to customer satisfaction. Any
licensee must provide Licensor with a reasonable and
refillable supply of no-charge merchandise for us to
quickly initiate exchanges when necessary. We also
will when required refund the purchase price of a
product deemed unacceptable by the user/consumer and
expect to be reimbursed for any such costs by the
product's supplier. Licensor will supply a quarterly
accounting of any and all transactions relating to
customer satisfaction with the specific supplier.
d. Licensee shall consistently distinguish the Licensed
Articles from other products manufactured and sold by
Licensee and shall avoid confusing similarity between
such other products and the Licensed Articles.
Licensee shall take such actions as are necessary to
maintain the Licensed Articles as separate and
distinct lines of styling, design and merchandising
from any other product manufactured or sold by
Licensee applicable to all future products.
e. Licensee shall, no later than 180 days before the
expiration of any original or extended term of this
Agreement, furnish Licensor a statement showing the
number and description of Licensed Articles in
inventory and in process.
9. Compliance with Government Standards and Product Testing
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a. Licensee agrees that the manufacture, distribution
and sale of the Licensed Articles will conform at all
times to all applicable federal, state and local
laws, regulations, industry standards, ordinances and
other enactments, including, without limitation,
those relating to product safety.
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10. Promotional Material
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Licensee shall not use the Marks or any reproduction thereof
in any advertising, promotional or display material without
Licensor's prior written approval. Under no circumstances will
promotional materials or programs be used by Licensee that
reflect unfavorably on the Marks. All advertising, display or
promotional copy utilizing or in any way connected with the
Marks, shall carry a notice that the Marks are the property of
Licensor. One copy of such advertising, display or promotional
copy shall be submitted to Licensor for prior written approval
in advance of production and upon Licensors request from time
to time thereafter. Any approval granted by Licensor under
this Section will extend only to Licensee's use of the Marks.
Licensor shall not be liable for content or accuracy of such
advertising, promotional or display material nor for
infringement of patents, copyrights, trademarks, or any other
proprietary rights owned, used, or controlled by third
parties, by reason of Licensee's promotional activities.
11. Records
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a. Licensee shall keep accurate books of account and
records covering all transactions relating to the
license herein granted. Licensor and its duly
authorized independent accountants or other
representatives shall have the right at reasonable
times, upon Licenser's request from time to time, to
examine such books of account and records and all
other documents and material in Licensee's possession
or under its control with respect to Licensee's
activities in connection with this Agreement, and
such persons shall have free and full access for such
purposes and may make copies thereof or extracts
therefrom. Licensee shall keep all such records
available to Licensor for at least three years after
expiration or termination of this Agreement. Licensee
will designate a symbol or number which will be used
exclusively in connection with the Licensed Articles
and with no other articles which Licensee may
manufacture, sell or distribute, and that duplicates
of all ▇▇▇▇▇▇▇▇ by Licensee to its customers with
respect to Licensed Articles shall be kept by
Licensee for inspection as is herein provided.
b. If any audit by Licensor shall reveal a shortfall of
royalties paid by Licensee against royalties actually
due in accordance with this Agreement, Licensee shall
immediately, upon demand by Licensor, make payment to
Licensor or such shortfall, plus simple interest at
prime rate per month or if lower, the highest rate
permitted by law, for the period of such shortfall.
In
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addition, if such audit shall reveal a shortfall of
more than five percent of royalty due, Licensee shall
reimburse Licensor for the services of its accountant
and for any other expenses of Licensor incident
thereto including, without limitation, any attorney's
fees and costs of collection.
12. Termination
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In addition to any other rights which Licensor may otherwise
have, Licensor may terminate this Agreement at any time,
immediately upon written notice:
a. If within three months from the date of this
Agreement, Licensee shall not have begun the bona
fide production, distribution and sale of the
Licensed Articles; or
b. If Licensee shall thereafter fail for a consecutive
period in excess of three months to continue the bona
fide distribution and sale of the Licensed Articles;
or
c. If Licensee shall fail to make any payment due
hereunder or to deliver any of the statements
required hereunder, and if such default shall
continue for a period of 15 days after notice of such
default by Licensor to Licensee or if such a failure
shall occur twice in any 12-month period even if both
failures are corrected as provided hereunder; or
d. If Licensee or its property, where appropriate:
1) Becomes subject to a receiver or
trustee; or
2) Becomes insolvent; or
3) Becomes subject to an involuntary
or voluntary petition under the
United States Bankruptcy Laws, as
amended; or
4) Makes an assignment for the benefit
of its creditors; or
e. If there is any deliberate deficiency in the
Licensee's reporting which affects royalties payable
or any other aspect of this Agreement; or
f. If any warranty, representation or covenant made by
Licensee hereunder, or any information as to product
quality or safety provided by Licensee hereunder, is
false or misleading; or
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g. If Licensee fails to comply with any term or
condition of this Agreement, other than those
specifically set forth in clauses a through f above,
and such non-compliance continues for a period of 15
days after notice thereof is given by the Licensor.
Any termination by Licensor shall be without prejudice to any of Licensor's
other rights or remedies.
13. Effect of Termination
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a. After expiration or other termination of this
Agreement, Licensee shall have no further right to
manufacture, distribute, sell, exploit or otherwise
deal in any Licensed Articles which utilize the Marks
except that Licensee may dispose of Licensed Articles
which are on hand or in process at the time of
expiration or termination so long as (1) Licensee
reports in writing to Licensor, no later than 30 days
after termination of this Agreement, the total number
of Licensed Articles which will be disposed of, (2)
the sale thereof is completed within six months, (3)
all payments when due are made to Licensor, (4) such
disposal of Licensed Articles shall be in accordance
with the terms of this Agreement, and (5) statements
and royalty payments with respect to that period are
made by Licensee in accordance with Section 3.
Notwithstanding the foregoing, in the event this
Agreement is terminated pursuant to Sections 12(c),
12(d), 12(e), 12(f), or 12(g), Licensee shall not
dispose of any Licensed Articles which are on hand or
in process at the time of termination, but shall
instead immediately deliver and turn over such
Licensed Articles to Licensor. A final statement and
payment shall be made by Licensee within 15 days
after the end of such six month period. Upon
expiration of such six-month period herein, any
remaining inventory of Licensed Articles and all
molds, plates, prints and other materials used to
reproduce the Marks for the manufacture of the
Licensed Articles shall be destroyed and evidence of
such destruction shall be given to the Licensor.
b. In the event this Agreement expires or is otherwise
terminated for any reason, Licensee shall, and hereby
does, assign to Licensor any and all rights of
Licensee in the Marks, including associated goodwill,
and the designs and styles of the Licensed Articles
to the extent such design or styles contain or employ
any of the Marks, and shall not thereafter
manufacture or sell any such designs or styles or use
the Marks in any manner.
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c. Except as provided in subsection a), upon the
expiration or termination of this Agreement, Licensee
shall immediately cease all further use of the Marks
and any names, trademarks, characters, symbols,
designs, likenesses or visual representations as
might be likely to cause confusion or deceive
purchasers or prospective purchasers or dilute any
trade name, trademark or service ▇▇▇▇ of Licensor
including, without limitation, Licensor's corporate
and private names, other trademarks, symbols,
designations, indices, slogans and other means of
identifying products or services of Licensor, whether
or not identified herein as a ▇▇▇▇.
d. Licensee agrees that the Marks are distinctive and
possess special, unique and extraordinary
characteristics which make difficult the assessment
of the monetary damages that Licensor would sustain
by unauthorized use. Licensee recognizes that
irreparable injury would be caused to Licensor by
unauthorized use of the Marks and agrees that
injunctive and other equitable relief would be
appropriate in the event of a breach of this
Agreement by Licensee, provided, however, that such
remedy shall not be exclusive of other legal remedies
otherwise available.
e. Licensee's obligations and agreements set forth in
Sections 3 through 11, 13, 14, 17, 19 and 20 survive
any termination or expiration of this Agreement.
14. Notices
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All notices and statements to be given hereunder shall be in
writing, and any such notice or statement shall be deemed duly
given if mailed by certified mail, return receipt requested,
if to Licensor, at:
▇▇▇▇▇ & Wesson Corp.
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇.▇. ▇▇▇ ▇▇▇▇
▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇
Attention: ▇▇▇▇ ▇▇▇▇▇▇▇
Director of Licensing
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and if to Licensee, at:
Olympic Optical Company
▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇
President
15. No Joint Venture
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Nothing in this Agreement shall be construed to place the
parties in the relationship of partners or joint ventures, and
Licensee shall have no power to bind Licensor in any manner
whatsoever.
16. Cancellation
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Licensee acknowledges that Licensor and its subsidiaries,
affiliates and franchisees use the Marks to advance and
promote Licensor's business, and that Licensor has a paramount
obligation to preserve its ability to so use such Marks.
Should the use by Licensee of any ▇▇▇▇ on Licensed Articles be
deemed by Licensor to be in violation of any federal, state or
local law or to adversely affect the reputation of Licensor or
affect the validity, enforceability or distinctiveness of the
▇▇▇▇ as a designation of origin for Licensor's own products,
then Licensor may terminate this Agreement on 15 days notice
to Licensee in the event of an actual violation.
17. Assignments, Transfers and Sublicenses
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Without the prior written consent of Licensor, which may be
withheld in Licensor's sole discretion, a) Licensee shall not
voluntarily or by operation of law, assign or transfer this
Agreement or any of Licensee's rights or duties hereunder or
any interest of Licensee herein, nor shall Licensee enter into
any sublicense for use of the Marks by other persons; b)
Licensee shall not sell or otherwise transmit or transfer to
any party engaged in the design or manufacture of items
similar to any of the Licensed Articles, any design, style,
know-how, technology or other item or knowledge of a technical
or competitive nature, furnished to Licensee by or through
Licensor. Any transfer of any interest in Licensee to any
entity in which the present controlling shareholders of
Licensee do not have voting control shall be deemed an
assignment prohibited hereunder. The consent of Licensor to
one assignment, transfer or sublicense shall not be deemed to
be consent to any subsequent assignment, transfer or
sublicense. Nothing provided herein shall limit Licensor's
right to transfer and assign any of its rights
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hereunder. Any transfer of interest in Licensee would only be
permissible with the consent of Licensor.
18. Scope and Modification
----------------------
This Agreement sets forth the entire agreement between the
parties, and supersedes all prior agreements and
understandings between the parties, relating to the subject
matter hereof. None of the terms of this Agreement may be
waived or modified except as expressly agreed in writing by
both parties.
19. Severability
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Should any provision of this Agreement be declared void or
unenforceable, the validity of the remaining provisions shall
not be affected thereby.
20. Governing Laws
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This Agreement shall be interpreted in accordance with and
governed by the laws of the Commonwealth of Massachusetts.
The parties hereto have executed this Agreement as the date at
the beginning hereof.
Licensor:
▇▇▇▇▇ & WESSON CORP.
Witnessed By:
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇
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(Title) Vice President Sales & Marketing
---------------------------------------
Licensee:
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇
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(Title) President
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EXHIBIT A - Licensed Marks
▇▇▇▇▇ & Wesson
.357 Magnum
Magnum
LadySmith
Airweight
Kit Gun
Chiefs Special
Combat Magnum
44 Magnum
Service Kit Gun
Target Kit Gun
.357 Combat Magnum
Distinguished Combat Magnum
Distinguished Service Magnum
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EXHIBIT B - Licensed Articles
Sunglasses
Shooting Glasses
Hearing Protection inclusive of ear plugs and ear muffs
Eye and Hearing Protection Combinations
Industrial Safety Eyewear
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