Common use of Design and development Clause in Contracts

Design and development. Licensee, at its own expense, will continue to design and develop the ▇▇▇.▇▇▇ Site in accordance with this Agreement. Except for the Licensed Property, Non-Shopping Features and TSA Content to be provided by Licensor hereunder, Licensee shall provide all content, creative, design, programming and related services necessary to the design, development, operation and updating of the ▇▇▇.▇▇▇ Site, including incorporating the functionality and features provided for herein. Licensee shall update the content, offers, promotions and Look and Feel characteristics of the ▇▇▇.▇▇▇ Site as is reasonably necessary for the Site to compare favorably with [*]. The ▇▇▇.▇▇▇ Site will continue to contain at a minimum the functionality and features currently existing on the ▇▇▇.▇▇▇ Site and as set forth on Exhibit G attached --------- hereto and such other functionality and features as may be agreed upon by the Parties. The ▇▇▇.▇▇▇ Site will be comprised of a series of templates developed by Licensee that will define the format and layout of a page on the ▇▇▇.▇▇▇ Site and establish the placement and size of content type blocks (e.g. text, graphics, promotions, advertising, navigation bar and images). Such templates shall be developed to correspond closely with the merchandise category and department structure in the TSA Stores. The Look and Feel characteristics of the ▇▇▇.▇▇▇ Site will continue to be consistent with the TSA Stores and the Marks, or as otherwise mutually upon by the Parties. Licensor will provide Licensee with the Non-Shopping Features information, TSA Content and Licensed Property necessary for the operation of the ▇▇▇.▇▇▇ Site and provision of the Services in connection therewith. Licensor will provide such Non-Shopping Features information, TSA Content and Licensed Property in such format as may be agreed upon by the Parties. In the event of a change in the Marks of Licensor, Licensee agrees that it shall update the ▇▇▇.▇▇▇ Site in a timely manner after Licensor provides Licensee with such updated Marks. Notwithstanding anything herein to the contrary, it shall be Licensee's sole responsibility to produce and maintain all camera-ready product information and images for use on the ▇▇▇.▇▇▇ Site. For purposes of this Agreement, such product information and images shall be deemed GSI Content. Notwithstanding the foregoing, Licensee shall, after giving reasonable advance notice, be permitted to reasonably use merchandise in the TSA Stores to prepare product images, so long as such use (i) is during normal business hours or other mutually agreed upon times, (ii) does not disrupt customers' ability to purchase merchandise in such TSA Stores, and (iii) does not damage such merchandise.

Design and development. Licensee, at its own expense, will continue to design and develop the ▇▇▇.▇▇▇ Site in accordance with this Agreement. Except for the Licensed Property, Non-Shopping Features and TSA Content to be provided by Licensor hereunder, Licensee shall provide all content, creative, design, programming and related services necessary to the design, development, operation and updating of the ▇▇▇.▇▇▇ Site, including incorporating the functionality and features provided for herein. Licensee shall update the content, offers, promotions and Look and Feel characteristics of the ▇▇▇.▇▇▇ Site as is reasonably necessary for the Site to compare favorably with then current industry standards for leading e-commerce businesses[*]. ] The ▇▇▇.▇▇▇ Site will continue to contain at a minimum the functionality and features currently existing on the ▇▇▇.▇▇▇ Site and as set forth on Exhibit G attached --------- hereto and --------- such other functionality and features as may be agreed upon by the Parties. The ▇▇▇.▇▇▇ Site will be comprised of a series of templates developed by Licensee that will define the format and layout of a page on the ▇▇▇.▇▇▇ Site and establish the placement and size of content type blocks (e.g. text, graphics, promotions, advertising, navigation bar and images). Such templates shall be developed to correspond closely with the merchandise category and department structure in the TSA Stores. The Look and Feel characteristics of the ▇▇▇.▇▇▇ Site will continue to be consistent with the TSA Stores and the Marks, or as otherwise mutually upon by the Parties. Licensor will provide Licensee with the Non-Shopping Features information, TSA Content and Licensed Property necessary for the operation of the ▇▇▇.▇▇▇ Site and provision of the Services in connection therewith. Licensor will provide such Non-Shopping Features information, TSA Content and Licensed Property in such format as may be agreed upon by the Parties. In the event of a change in the Marks of Licensor, Licensee agrees that it shall update the ▇▇▇.▇▇▇ Site in a timely manner after Licensor provides Licensee with such updated Marks. Notwithstanding anything herein to the contrary, it shall be Licensee's sole responsibility to produce and maintain all camera-ready product information and images for use on the ▇▇▇.▇▇▇ Site. For purposes of this Agreement, such product information and images shall be deemed GSI Content. Notwithstanding the foregoing, Licensee shall, after giving reasonable advance notice, be permitted to reasonably use merchandise in the TSA Stores to prepare product images, so long as such use (i) is during normal business hours or other mutually agreed upon times, (ii) does not disrupt customers' ability to purchase merchandise in such TSA Stores, and (iii) does not damage such merchandise.