國際商標許可協定

7. quality of merchandise

licensee agrees that the articles covered by this agreement shall be f high standard and of such style, appearance and quality as to be dequate and suited to their exploitation to the best advantage and to the rotection and enhancement of the name and the good will pertaining hereto, that such articles will be manufactured, sold and distributed in ccordance with all applicable federal, state and local laws, and that the ame shall not reflect adversely upon the good name of licensor or any of ts programs or the name. to this end licensee shall, before selling or istributing any of the articles, furnish to licensor free of cost, for ts written approval, a reasonable number of samples of each article, its artons, containers and packing and wrapping material. the quality and tyle of such articles as well as of any carton, container or packing or rapping material shall be subject to the approval of licensor. any item ubmitted to licensor shall not be deemed approved unless and until the ame shall be approved by licensor in writing. after samples have been pproved pursuant to this paragraph, licensee shall not depart therefrom n any material respect without licensor's prior written consent, and icensor shall not withdraw its approval of the approved samples except on _________ days' prior written notice to licensee. from time to time after icensee has commenced selling the articles and upon licensor's written equest, licensee shall furnish without cost to licensor not more than dditional random samples of each article being manufactured and sold by icensee hereunder, together with any cartons, containers and packing and rapping material used in connection therewith.

8. labeling

(1)licensee agrees that it will cause to appear on or within each rticle sold by it under this license and on or within all advertising, romotional or display material bearing the name the notice "copyright(c) _________ (year)" in connection with name properties

(2)and (f) in ider, paragraph 1, and any other notice desired by licensor and, where uch article or advertising, promotional or display material bears a rademark or service mark, appropriate statutory notice of registration or pplication for registration thereof. in the event that any article is arketed in a carton, container and/or packing or wrapping material earing the name, such notice shall also appear upon the said carton, ontainer and/or packing or wrapping material. each and every tag, label, mprint or other device containing any such notice and all advertising, romotional or display material bearing the name shall be submitted by icensor for its written approval prior to use by licensee. approval by icensor shall not constitute waiver of licensor's rights or licensee's uties under any provision of this agreement.

(3)licensee agrees to cooperate fully and in good faith with licensor or the purpose of securing and preserving licensor's (or any grantor of icensor's) rights in and to the name. in the event there has been no revious registration of the name and/or articles and/or any material elating thereto, licensee shall, at licensor's request and expense, egister such a copyright, trademark and/or service mark in the ppropriate class in the name of licensor or, if licensor so requests, in icensee's own name. however, it is agreed that nothing contained in this greement shall be construed as an assignment or grant to the licensee of ny right, title or interest in or to the name, it being understood that ll rights relating thereto are reserved by licensor, except for the icense hereunder to licensee of the right to use and utilize the name nly as specifically and expressly provided in this agreement. licensee ereby agrees that at the termination or expiration of this agreement icensee will be deemed to have assigned, transferred and conveyed to icensor any rights, equities, good will, titles or other rights in and to he name which may have been obtained by licensee or which may have vested n licensee in pursuance of any endeavors covered hereby, and that icensee will execute any instruments requested by licensor to accomplish r confirm the foregoing. any such assignment, transfer or conveyance hall be without other consideration than the mutual covenants and onsiderations of this agreement.