Self-Certification. 3.1 Licensee acknowledges and agrees that all products and/or services intended to bear the “joyn” Logo be accredited in accordance with the “joyn” Minimum Requirements issued by Licensor from time to time. Licensee agrees that it shall submit all products and/or services intended to bear the “joyn” Logo for accreditation within sixty (60) days of the effective date of this Agreement. 3.2 Licensee agrees that all of its products and services bearing or marketed using the “joyn” Logo shall conform to the applicable “joyn” Minimum Requirements and that all uses of the “joyn” Logo shall fully comply with the “joyn” Logo Usage Guidelines. Furthermore, Licensee shall only submit for accreditation products or services that are of commercial quality and in a state ready for bringing to market immediately following the award of accreditation. 3.3 Licensee agrees that it will not sell, market, promote or distribute a product or service bearing the “joyn” Logo that is not in full compliance with the applicable “joyn” Minimum Requirements. In the event Licensor revises or otherwise modifies the “joyn” Minimum Requirements, Licensee shall be permitted to sell, offer, supply and put on the market all products, their packaging, and any advertising material (for products and services) that were released, produced or ordered by Licensee prior to Licensor’s notice of the change to the “joyn” Minimum Requirements. 3.4 If at any time during the term hereof, Licensor determines, in its sole reasonable judgment that Licensee may be selling, marketing, promoting or distributing a product or service with the “joyn” Logo that is not in full compliance with the applicable “joyn” Minimum Requirements, then the parties shall work together in good faith to resolve the dispute. Where the parties are not able to resolve the issue themselves, GSMA’s Chief Technology Officer will oversee any dispute with the GSMA EMC acting as a final arbitrator if required. If the parties are unable to come to a mutually satisfactory resolution within a reasonable period of time, and at the request of Licensor, Licensee shall immediately stop marketing, promoting or distributing the non-compliant product or service with the “joyn” Logo and withdraw the “joyn” Logo from such non-compliant product or service unless Licensee demonstrates compliance, to GSMA’s satisfaction, which shall not be unreasonably withheld or delayed, with the “joyn” Minimum Requirements. 3.5 If Licensee does not comply with the request of Licensor, Licensor shall have the right to terminate the rights relating to the “joyn” Logo granted to Licensee under this Agreement with respect to the product or service upon thirty (30) days’ prior written notice to Licensee if the breach shall not have been remedied within this thirty (30) day period as set forth in Article 7.2 below. 3.6 The right of termination set forth in Article 3.4 above shall not be exclusive of any other remedies or means of redress to which Licensor may be lawfully entitled, and all such remedies shall be cumulative. Upon termination of Licensee’s rights pursuant to Article 3.5, all rights of Licensee granted hereunder relating to the “joyn” Logo with respect to the product that failed to meet the “joyn” Minimum Requirements shall cease and the termination procedures set forth in Article 7.2 below shall apply to such termination but without otherwise affecting this Agreement in relation to compliant products.
Appears in 1 contract
Sources: Logo License Agreement
Self-Certification. 3.1 Licensee acknowledges represents and agrees warrants that all products and/or services intended to bear the “joyn” Logo be accredited in accordance with the “joyn” Minimum Requirements issued by Licensor from time to time. Licensee agrees that it shall submit all products and/or services intended to bear the “joyn” Logo for accreditation within sixty (60) days of the effective date of this Agreement.
3.2 Licensee agrees that all of its products and services each product a n d s erv i c e bearing or marketed using the “joyn” Logo shall conform to MOBILE CONNECT ▇▇▇▇ complies fully with the applicable “joyn” GSMA MOBILE CONNECT ▇▇▇▇ Technology Vendor Minimum Requirements and that all uses use of the “joyn” Logo shall MOBILE CONNECT ▇▇▇▇ complies fully comply with the “joyn” Logo Usage MOBILE CONNECT Communication Guidelines. Furthermore, Licensee shall only submit for accreditation products or services that are of commercial quality and in a state ready for bringing to market immediately following the award of accreditation.
3.3 Licensee agrees that it will not sell, market, promote or distribute a product or service bearing the “joyn” Logo that is not in full compliance with the applicable “joyn” Minimum Requirements. In the event Licensor revises or otherwise modifies the “joyn” Minimum Requirements, Licensee shall be permitted to sell, offer, supply and put on the market all products, their packaging, and any advertising material (for products and services) that were released, produced or ordered by Licensee prior to Licensor’s notice of the change to the “joyn” Minimum Requirements.
3.4 3.2 If at any time during the term hereofof this Agreement, Licensor determines, in its sole reasonable judgment that Licensee may be is selling, marketing, promoting or distributing a product or service with under the “joyn” Logo MOBILE CONNECT ▇▇▇▇ that is not in full compliance with the applicable “joyn” MOBILE CONNECT ▇▇▇▇ Technology Vendor Minimum Requirements, then Licensor shall provide to Licensee written notice of the parties shall work together in good faith to resolve the disputebreach. Where the parties are not able to resolve the issue themselves, GSMA’s Chief Technology Officer will oversee any dispute with the GSMA EMC acting as a final arbitrator if required. If the parties are unable to come to a mutually satisfactory resolution within a reasonable period Upon receipt of time, and at the request of Licensorthis written notice, Licensee shall immediately stop cure the breach and/or otherwise cease selling, marketing, promoting or distributing the non-compliant product or service under the MOBILE CONNECT ▇▇▇▇. Until Licensee is able to demonstrate full compliance with the “joyn” Logo and withdraw the “joyn” Logo from such non-compliant product or service unless Licensee demonstrates compliance, MOBILE CONNECT Technology Vendor Minimum Requirements to GSMALicensor’s satisfaction, which shall not be unreasonably withheld or delayed, Licensee shall not be permitted to use the GSMA MOBILE CONNECT in connection with the “joyn” Minimum Requirementsany such product or service.
3.5 3.3 If Licensee does not fails to fully comply with the request Article 3.2 of Licensorthis Agreement within ten (10) days, Licensor shall have the right right, in its sole discretion, to immediately terminate the rights relating to the “joyn” Logo granted to Licensee under this Agreement with respect to the product or service upon thirty (30) days’ prior written notice to Licensee if the breach shall not have been remedied within this thirty (30) day period as set forth in Article 7.2 belowAgreement.
3.6 3.4 The right of termination set forth in Article 3.4 above shall 3.3 is not be exclusive of any other remedies or means of redress to which Licensor may be lawfully entitled, and all such remedies shall be cumulative. Upon termination of Licensee’s rights pursuant to Article 3.53.3, all rights of Licensee granted hereunder relating to the “joyn” Logo with respect to the product that failed to meet the “joyn” Minimum Requirements in this Agreement shall cease and the termination procedures set forth in Article 7.2 8.2 below shall apply to such termination but without otherwise affecting this Agreement in relation to compliant productstermination.
Appears in 1 contract
Sources: Licensing Agreement
Self-Certification. 3.1 Licensee acknowledges and agrees that all products and/or services intended to bear the “joyn” Logo be accredited in accordance with the “joyn” Minimum Requirements issued by Licensor from time to time. Licensee agrees that it shall submit all products and/or services intended to bear the “joyn” Logo for accreditation within sixty (60) days of the effective date of this Agreement.
3.2 Licensee agrees that all of its products and services bearing or marketed using the “joyn” "DIGITALEUROPE UHD Display" Logo shall conform to the applicable “joyn” "DIGITALEUROPE UHD Display" Minimum Requirements and that all uses of the “joyn” "DIGITALEUROPE UHD Display" Logo shall fully comply with the “joyn” "DIGITALEUROPE UHD Display" Logo Usage Guidelines. Furthermore, Licensee shall only submit for accreditation products or services that are of commercial quality and in a state ready for bringing to market immediately following the award of accreditationGuidelines (Annex D).
3.3 3.2 Licensee agrees that it will not sell, market, promote or distribute a product or service bearing the “joyn” "DIGITALEUROPE UHD Display" Logo that is not in full compliance with the applicable “joyn” "DIGITALEUROPE UHD Display" Minimum Requirements.
3.3 Licensee agrees that it shall, prior to the initial sale of a product, test the product at its own quality assurance facility according to the "DIGITALEUROPE UHD Display" Testing and Verification Procedure. In If, in Licensee’s reasonable judgement, the event Licensor revises or otherwise modifies result of the “joyn” testing and verification is that such product fails to comply with the applicable "DIGITALEUROPE UHD Display" Minimum Requirements, Licensee shall be permitted to not sell, offermarket, supply promote or distribute such non- compliant product with the "DIGITALEUROPE UHD Display" Logo. Licensee shall keep records of the tests conducted in the format as defined in the "DIGITALEUROPE UHD Display" Testing and put Verification Procedure. Upon request in writing and on the market all productsreasonable notice of Licensor, their packaging, and any advertising material (for products and services) that were released, produced or ordered by Licensee prior shall provide these test records to Licensor’s notice of the change to the “joyn” Minimum Requirements.
3.4 If at any time during the term hereofof this Agreement, Licensor determines, in its sole reasonable judgment judgement that Licensee may be is selling, marketing, promoting or distributing a product or service with the “joyn” "DIGITALEUROPE UHD Display" Logo that is not in full compliance with the applicable “joyn” "DIGITALEUROPE UHD Display" Minimum Requirements, then the parties shall work together in good faith to resolve the dispute. Where the parties are not able to resolve the issue themselves, GSMA’s Chief Technology Officer will oversee any dispute with the GSMA EMC acting as a final arbitrator if required. If the parties are unable to come to a mutually satisfactory resolution within a reasonable period of time, and at the request of Licensor, Licensee shall immediately forthwith stop marketing, promoting or distributing the non-compliant product or service with the “joyn” "DIGITALEUROPE UHD Display" Logo and withdraw the “joyn” "DIGITALEUROPE UHD Display" Logo from such the non-compliant product or service unless Licensee demonstrates compliance, to GSMA’s satisfaction, which shall not be unreasonably withheld or delayed, with the “joyn” Minimum Requirementsproducts.
3.5 If Licensee does not comply with the request of Licensorthe Licensor as described in Article 3.4 of this Agreement, Licensor shall have the right to terminate the rights relating to the “joyn” "DIGITALEUROPE UHD Display" Logo granted to Licensee under this Agreement with respect to the product or service upon thirty (30) days’ prior written notice to Licensee if the breach shall not have been remedied within this thirty (30) day period as set forth in Article 7.2 below9.2 of this Agreement.
3.6 The right of termination set forth in Article 3.4 above shall not be exclusive of any other remedies or means of redress to which Licensor may be lawfully entitled, and all such remedies shall be cumulative. Upon termination of Licensee’s rights pursuant to Article 3.5, all rights of Licensee granted hereunder relating to the “joyn” Logo with respect to the product that failed to meet the “joyn” Minimum Requirements shall cease and the termination procedures set forth in Article 7.2 below shall apply to such termination but without otherwise affecting this Agreement in relation to compliant products.
Appears in 1 contract
Sources: License Agreement