TDK definition

TDK is granted the right of first refusal and shall have sixty (60) days from receipt of "SSII" proposal to exercise such right of first refusal. If "TDK" wants to introduce other languages in the Territory, "TDK" and "SSII" will negotiate in good faith the ten-ns and conditions of the Agreement. [Hand written notation "IF" not scanned/included in italics:]

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TDK acknowledges that this Agreement relates solely to the Proprietary Subject Matter. "TDK" is not, by virtue of this Agreement, acquiring any right whatsoever in any motion picture or television production or other endeavor which is based upon, derivative of, or otherwise related to the Proprietary Subject Matter, including-, without limitation, remakes, sequels, sound recordings, publications, or copyrights and / or trademarks in the Proprietary Subject Matter.

TDK shall promptly furnish "SSII" with tax receipts issued by appropriate tax authorities so as to enable "SSII" to support a claim for credit against income taxes which may be payable by "SSII" in the United States of America.

Examples of TDK in a sentence

• The TDK Simulation Models are being provided solely for informational purposes.

• TDK will bear all costs of transportation and risk of loss for shipment of nonconforming Products to and from Imation or its Subsidiaries and Imation will bear all other costs of transportation and risk of loss for shipment of conforming Products to and from Imation or its Subsidiaries.

• Notwithstanding anything to the contrary, the requirements of this Section 3.1 shall not apply to existing inventory of Licensed Products or to existing stocks of packaging, Promotional Material, and other documents and materials that bear a TDK M▇▇▇, in each case that Licensee is permitted to use pursuant to Section 2.2 (which shall be used in the form transferred as of the Effective Date, without alteration).

• Notwithstanding anything to the contrary, the requirements of this Section 3.5 shall not apply to existing inventory of Licensed Product or to existing stocks of packaging, Promotional Material, and other documents and materials that bear a TDK M▇▇▇, in each case that Licensee is permitted to use pursuant to Section 2.2.

• Notwithstanding the foregoing, Licensee acknowledges that the Licensed Products do not include Medical Data Recording Media or Specific Broadcast Media and that Licensor reserves all worldwide rights to use, reproduce, and display any Trademark (including the TDK Marks) but not the Licensed Trademarks for the marketing, promotion, advertisement, distribution, lease or sale of Medical Image Data Recording Media and Specific Broadcast Media, and to grant rights to others to do the same.

More Definitions of TDK

TDK shall furnish all applicable notices and markings as appropriate and as otherwise required by local governments within the "Territory.

TDK hereby indemnifies and agrees to hold "SSII" and its agents, servants, employees, officers and directors harmless from any loss, liability, damage, cost or expense arising out of any claims or suits which may be made against "SSII" by reason of or alleging any unauthorized or infringing use by "TDK" of any patent, process, trade secret, copyright or other similar property in connection with the "Articles" or the Trademarks covered by this "Agreement" or by reason of any alleged defects (design, manufacturing, handling or other) of the "Articles" manufactured by "TDK" other than as a result of any breach of this "Agreement" by "SSII "..

TDK agrees that the "Articles" as well as all packaging labels, press releases, advertising, promotion display or other material prepared in connection with the "Articles" ("Collateral Materials"), shall be of the highest standard and quality and shall ensure that all "Articles" and the distribution thereof, comply with all applicable laws throughout the "Territory".

TDK will send the "Gold Master Candidate" for the localized language versions to "SSII" in a timely, fashion to permit "SSII"' to complete the acceptance described in Article 6.D prior to the initial publication of the localized language version. Acceptance shall be deemed given unless "TDK" is notified to the contrary within twenty-one (21) calendar days of "SSII's" receipt of "Gold Master Candidate". The "Gold Master Candidate" will be deemed acceptable as the "Gold Master" when (i) they perform at a level of performance equal to or greater than that of the "SSII" title; and (ii) the changes in the "Articles" have been made in accordance with the requirements mentioned in Article 1. In addition to the "Gold Master Candidates", "TDK" will send samples of printed documentation and packaging to "SSII" for

TDK shall immediately cease any further license, sale, distribution, use or disposal of any "Articles" mentioned in Schedule "A", if applicable, and "TDK" may at its discretion (i) return all units in "TDK's" possession or control to "SSII"or destroy such units, in which case no royalty for said returned units will be due and payable, or (ii) retain said units for sale or distribution and pay the royalty due as if all such units had been sold during, the calendar quarter prior to the quarter in which "SSII" delivered notice of termination.

TDK agrees not to market or deal with the "Articles" in any way with any party so as to bring the "Article" or its name nor "SSII's" name into disrepute or in which would otherwise affect the marketability of the "Article."

TDK shall have a right of first refusal in the manner set forth in this ▇▇▇▇▇▇▇▇▇.▇▇ the event that "SSH" publishes any "Articles" or new software in PSX, Nintendo 64, Sega Dream Cast or Gameboy format and wishes to license the rights to adapt such titles for distribution in the Territory, "SSII" shall notify "TDK" in writing, of its intention to do so. "SSII" shall then negotiate exclusively with "TDK" with respect to such rights for a ninety (90) day negotiation period commencing on the date that "TDK" receives such notice. Should "TDK" accept any or all such further formats, it shall be regarded as a constituent parts of this Agreement and added by amendment hereto and incorporated into the Schedules herein accordingly. "SSII" shall not distribute such formats or grant any third party any rights in such formats prior to expiry of the relevant period referred to in this paragraph 1-