Common use of Quality Control Requirements Clause in Contracts

Quality Control Requirements. Each Party acknowledges the other Party’s exclusive ownership of the other Party’s Trademarks and that use by either Party or its Affiliates of any of the other Party’s Trademarks, including any resulting goodwill, will inure to the sole benefit of the Party that owns such Trademarks. Neither Party will knowingly do or permit to be done, and will cause its Affiliates not to do or cause to be done, any act or thing inconsistent with such ownership and will not acquire or claim or assist third parties in acquiring or claiming any title in or to any of the other Party’s Trademarks, including by virtue of the Strategic Alliance Agreement, this OEM Agreement, or through either Party’s use of the other Party’s Trademarks. Neither Party will directly or indirectly, and will cause its Affiliates not to directly or indirectly, undertake any action that in any manner might question, contest, challenge, infringe or impair the validity, enforceability, scope of rights or title of the other Party in any of the other Party’s Trademarks at any time during the term of the Strategic Alliance Agreement. Each Party agrees that (a) all Combined Offerings identified by any of the other Party’s Trademarks will be at least equal in quality to the mutually agreed specifications therefore (the “Quality Standard”) and (b) it will maintain, and will cause its Affiliates maintain, procedures to assure the consistent quality of all Combined Offerings bearing or containing the other Party’s Trademarks. Each Party will have the right to audit and inspect, upon advance written notice, at the inspecting Party’s sole expense, and during regular business hours, the use by the other Party and its Affiliates of its Trademarks licensed hereunder and all Combined Offerings identified by any of its Trademarks (f)

Quality Control Requirements. Each Party acknowledges the other Party’s exclusive ownership of the other Party’s Trademarks and that use by either Party or its Affiliates of any of the other Party’s Trademarks, including any resulting goodwill, will inure to the sole benefit of the Party that owns such Trademarks. Neither Party will knowingly do or permit to be done, and will cause its Affiliates not to do or cause to be done, any act or thing inconsistent with such ownership and will not acquire or claim or assist third parties in acquiring or claiming any title in or to any of the other Party’s Trademarks, including by virtue of the Strategic Alliance Agreement, this OEM Agreement, or through either Party’s use of the other Party’s Trademarks. Neither Party will directly or indirectly, and will cause its Affiliates not to directly or indirectly, undertake any action that in any manner might question, contest, challenge, infringe or impair the validity, enforceability, scope of rights or title of the other Party in any of the other Party’s Trademarks at any time during the term of the Strategic Alliance Agreement. Each Party agrees that (a) all Combined Offerings identified by any of the other Party’s Trademarks will be at least equal in quality to the mutually agreed specifications therefore (the “Quality Standard”) and (b) it will maintain, and will cause its Affiliates maintain, procedures to assure the consistent quality of all Combined Offerings bearing or containing the other Party’s Trademarks. Each Party will have the right to audit and inspect, upon advance written notice, at the inspecting Party’s sole expense, and during regular business hours, the use by the other Party and its Affiliates of its Trademarks licensed hereunder and all Combined Offerings identified by any of its Trademarks (f)Trademarks

Quality Control Requirements. Each Party acknowledges the other Party’s exclusive ownership of the other Party’s Trademarks and that use by either Party or its Affiliates of any of the other Party’s Trademarks, including any resulting goodwill, will inure to the sole benefit of the Party that owns such Trademarks. Neither Party will knowingly do or permit to be done, and will cause its Affiliates not to do or cause to be done, any act or thing inconsistent with such ownership and will not acquire or claim or assist third parties in acquiring or claiming any title in or to any of the other Party’s Trademarks, including by virtue of the Strategic Alliance Agreement, this OEM Agreement, or through either Party’s use of the other Party’s Trademarks. Neither Party will directly or indirectly, and will cause its Affiliates not to directly or indirectly, undertake any action that in any manner might question, contest, challenge, infringe or impair the validity, enforceability, scope of rights or title of the other Party in any of the other Party’s Trademarks at any time during the term of the Strategic Alliance Agreement. Each Party agrees that (a) all Combined Offerings identified by any of the other Party’s Trademarks will be at least equal in quality to the mutually agreed specifications therefore (the “Quality Standard”) and (b) it will maintain, and will cause its Affiliates maintain, procedures to assure the consistent quality of all Combined Offerings bearing or containing the other Party’s Trademarks. Each Party will have the right to audit and inspect, upon advance written notice, at the inspecting Party’s sole expense, and during regular business hours, the use by the other Party and its Affiliates of its Trademarks licensed hereunder and all Combined Offerings identified by any of its Trademarks (f)Trademarks.