Common use of INSPECTION AND QUALITY CONTROL Clause in Contracts

INSPECTION AND QUALITY CONTROL. (a) Licensor has the right to control the quality of the products and services marketed, advertised, sold or provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees in connection with the use of the Licensed Marks as specifically described herein. (b) Licensee agrees that the nature and quality of all products and services provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees which are marketed, advertised, sold or provided under or in association with the use of any Licensed Marks shall conform to such guidelines and standards as are provided in writing from time to time by Licensor, and, in any event, shall be of at least the quality of the products and services provided by IMC under the Licensed Marks immediately prior to the Closing. (c) Licensee agrees to reasonably cooperate, and to require Licensee’s Subsidiaries and Licensee’s sublicensees to cooperate, with Licensor in facilitating Licensor’s control of the nature and quality of the products and services provided by Licensee, Licensee’s Subsidiaries or Licensee’s sublicensees in connection with the use of the Licensed Marks, and to permit (and require its Subsidiaries and sublicensees to permit) reasonable, periodic inspections of Licensee’s, Licensee’s Subsidiaries’ and Licensee’s sublicensees’ operations as requested in writing by Licensor. Such inspection shall be at Licensor’s expense. Licensee agrees, and will require Licensee’s Subsidiaries and Licensee’s sublicensees to agree, that the products and services provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees which are marketed, advertised, sold or provided in connection with the use of the Licensed Marks will be marketed, advertised, sold and provided in accordance with all applicable laws and regulations and in compliance with any regulatory agency that has jurisdiction over such matters. (d) Except to the extent that compliance with the last sentence of Section 3(c) requires a higher standard of quality, Licensor agrees that Licensee will have met the required standards of quality with respect to the physical attributes (i.e., paper quality, weight and thickness, materials used for covers, spine tabs, tip ons and fold out, but expressly excluding any content or intellectual property in or on the foregoing) of a tangible Directory Product if Licensee can demonstrate that such physical attributes of its Directory Products are of at least of the quality as those provided by the three largest publishers of tangible Directory Products in the United States (excluding Licensee).

INSPECTION AND QUALITY CONTROL. (a) Licensor FFT has the right to control the quality inspect any and all of the products Goods, both prior to and services marketedafter making payment therefor. Seller acknowledges and agrees that FFT may choose not to perform incoming inspections with respect to the Goods, advertisedwithout prejudice to any rights or remedies available to FFT hereunder or at law, sold or provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees in connection with the use of the Licensed Marks as specifically described hereinSeller waives any rights to require FFT to conduct such inspections. (b) Licensee agrees that FFT also has the nature right to inspect or test all materials and quality of all products Goods and services provided Servicesmanship utilized by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees which are marketed, advertised, sold or provided under or Seller in association with the use of any Licensed Marks shall conform to such guidelines and standards as are provided in writing from time to time by Licensor, and, in any event, shall be of at least the quality performance of the products Order, and services provided Seller shall permit such inspection or testing by IMC under FFT and/or the Licensed Marks immediately prior Customer to the Closingextent practicable at all times and places, including during the period of manufacture. If any such inspection or testing is made on Seller’s premises, Seller shall provide, without additional charge, all reasonable facilities and assistance. Inspection and approval at Seller’s premises does not preclude rejection or other relief for any defects subsequently discovered. Seller shall provide and maintain, without additional charge, a testing and inspection system (which shall include documented quality control and reliability procedures) acceptable to FFT covering the materials and Goods and Servicesmanship utilized in the performance of the Order. (c) Licensee agrees At FFT’s option, FFT and/or the Customer may from time to reasonably cooperatetime review and inspect Seller’s testing, inspection, quality control and to require Licenseereliability procedures, as well as the records and data supporting the same. Seller shall comply with FFT’s Subsidiaries and Licensee’s sublicensees to cooperatemost recently adopted quality control specifications, with Licensor in facilitating Licensor’s control of the nature inspection standards and quality of the products and services provided assurance manuals as may be supplied by LicenseeFFT to Seller directly, Licenseeor as may be posted on FFT’s Subsidiaries or Licensee’s sublicensees in connection with the use of the Licensed MarksWebsite from time to time. Seller shall, and to permit (and require its Subsidiaries and sublicensees to permit) reasonableif requested by FFT, periodic inspections of Licensee’s, Licensee’s Subsidiaries’ and Licensee’s sublicensees’ operations as requested in writing by Licensor. Such inspection shall be at Licensor’s expense. Licensee agrees, and will require Licensee’s Subsidiaries and Licensee’s sublicensees to agree, that the products and services provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees which are marketed, advertised, sold or provided in connection with the use of the Licensed Marks will be marketed, advertised, sold and provided in accordance with all applicable laws and regulations and in compliance with any regulatory agency that has jurisdiction over furnish certificates indicating such matterscompliance. (d) Except to FFT’s payment for and/or acceptance of the extent that compliance with Goods or the last sentence of Section 3(c) requires a higher standard of quality, Licensor agrees that Licensee will have met the required standards of quality with respect to the physical attributes (i.e., paper quality, weight and thickness, materials used for covers, spine tabs, tip ons and fold out, but expressly excluding Services shall not relieve Seller from any content or intellectual property in or on the foregoing) of a tangible Directory Product if Licensee can demonstrate that such physical attributes of its Directory Products are of at least of obligations and/or warranties under the quality as those provided by the three largest publishers of tangible Directory Products in the United States (excluding Licensee).Order. Subject to FFT’s rights under subparagraph 16

INSPECTION AND QUALITY CONTROL. (a) Licensor has the right to control the quality of the products and services marketed, advertised, sold or provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees in connection with the use of the Licensed Marks as specifically described herein. (b) Licensee agrees that the nature and quality of all products and services provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees which are marketed, advertised, sold or provided under or in association with the use of any Licensed Marks shall conform to such guidelines and standards as are provided in writing from time to time by Licensor, and, in any event, shall be of at least the quality of the products and services provided by IMC under the Licensed Marks Verizon Branding Agreement immediately prior to the ClosingEffective Time. (c) Licensee agrees to reasonably cooperate, and to require Licensee’s Subsidiaries and Licensee’s sublicensees to cooperate, with Licensor in facilitating Licensor’s control of the nature and quality of the products and services provided by Licensee, Licensee’s Subsidiaries or Licensee’s sublicensees in connection with the use of the Licensed Marks, and to permit (and require its Subsidiaries and sublicensees to permit) reasonable, periodic inspections of Licensee’s, Licensee’s Subsidiaries’ and Licensee’s sublicensees’ operations as requested in writing by Licensor. Such inspection shall be at Licensor’s expense. Licensee agrees, and will require Licensee’s Subsidiaries and Licensee’s sublicensees to agree, that the products and services provided by Licensee, Licensee’s Subsidiaries and Licensee’s sublicensees which are marketed, advertised, sold or provided in connection with the use of the Licensed Marks will be marketed, advertised, sold and provided in accordance with all applicable laws and regulations and in compliance with any regulatory agency that has jurisdiction over such matters. (d) Except to the extent that compliance with the last sentence of Section 3(c) requires a higher standard of quality, Licensor agrees that Licensee will have met the required standards of quality with respect to the physical attributes (i.e., paper quality, weight and thickness, materials used for covers, spine tabs, tip ons and fold out, but expressly excluding any content or intellectual property in or on the foregoing) of a tangible Directory Product if Licensee can demonstrate that such physical attributes of its Directory Products are of at least of the quality as those provided by the three largest publishers of tangible Directory Products in the United States (excluding Licensee).

INSPECTION AND QUALITY CONTROL. (a) Licensor has the right to control the quality of the products and services marketed, advertised, sold or provided by Licensee, Licensee’s 's Subsidiaries and Licensee’s 's sublicensees in connection with the use of the Licensed Marks as specifically described herein. (b) Licensee agrees that the nature and quality of all products and services provided by Licensee, Licensee’s 's Subsidiaries and Licensee’s 's sublicensees which are marketed, advertised, sold or provided under or in association with the use of any Licensed Marks shall conform to such guidelines and standards as are provided in writing from time to time by Licensor, and, in any event, shall be of at least the quality of the products and services provided by IMC under the Licensed Marks Verizon Branding Agreement immediately prior to the ClosingEffective Time. (c) Licensee agrees to reasonably cooperate, and to require Licensee’s 's Subsidiaries and Licensee’s 's sublicensees to cooperate, with Licensor in facilitating Licensor’s 's control of the nature and quality of the products and services provided by Licensee, Licensee’s 's Subsidiaries or Licensee’s 's sublicensees in connection with the use of the Licensed Marks, and to permit (and require its Subsidiaries and sublicensees to permit) reasonable, periodic inspections of Licensee’s's, Licensee’s 's Subsidiaries’ ' and Licensee’s 's sublicensees’ ' operations as requested in writing by Licensor. Such inspection shall be at Licensor’s 's expense. Licensee agrees, and will require Licensee’s 's Subsidiaries and Licensee’s 's sublicensees to agree, that the products and services provided by Licensee, Licensee’s 's Subsidiaries and Licensee’s 's sublicensees which are marketed, advertised, sold or provided in connection with the use of the Licensed Marks will be marketed, advertised, sold and provided in accordance with all applicable laws and regulations and in compliance with any regulatory agency that has jurisdiction over such matters. (d) Except to the extent that compliance with the last sentence of Section 3(c) requires a higher standard of quality, Licensor agrees that Licensee will have met the required standards of quality with respect to the physical attributes (i.e., paper quality, weight and thickness, materials used for covers, spine tabs, tip ons and fold out, but expressly excluding any content or intellectual property in or on the foregoing) of a tangible Directory Product if Licensee can demonstrate that such physical attributes of its Directory Products are of at least of the quality as those provided by the three largest publishers of tangible Directory Products in the United States (excluding Licensee).