Common use of Goodwill and Reputation Clause in Contracts

Goodwill and Reputation. Licensee recognizes the great value of the goodwill associated with the NFL Marks and acknowledges that such goodwill belongs to the Member Clubs and the NFL, and that such NFL Marks have secondary meaning in the minds of the public. The nature of the business of NFLP, the NFL, and its Member Clubs, requires public respect for and trust in the reputation and integrity of the NFL and its Member Clubs. NFLP may, at its sole option, terminate this License or withdraw some or all Product Approval Forms or Promotional Approval Forms by written notice to Licensee if any unanticipated factor, development or event causes NFLP's continued association with any one or more Licensed Product or Licensee to adversely reflect upon NFLP, the NFL or its Member Clubs as determined by NFLP in its sole discretion. In the event of such termination, Licensee shall pay to NFLP the Royalty on all sales of the Licensed Products made during the Termination Fiscal Year or the Termination Guarantee as defined in Paragraph 3a, whichever is greater, and all other amounts due to NFLP. Upon receipt of such payment, NFLP will reimburse Licensee for its salvage expenses or, in the case of unsalvageable Licensed Products, Licensee's manufacturing costs if NFLP does not permit Licensee to distribute the remaining inventory of Licensed Products.

Goodwill and Reputation. Licensee recognizes the great value of the goodwill associated with the NFL Marks and acknowledges that such goodwill belongs to the Member Clubs and the NFL, and that such NFL Marks have secondary meaning in the minds of the public. The nature of the business of NFLP, the NFL, and its Member Clubs, requires public respect for and trust in the reputation and integrity of the NFL and its Member Clubs. NFLP may, at its sole option, terminate this License or withdraw some or all Product Approval Forms or Promotional Approval Forms by written notice to Licensee if any unanticipated factor, development or event causes NFLP's continued association with any one or more Licensed Product or Licensee to adversely reflect upon NFLP, the NFL or its Member Clubs as determined by NFLP in its sole discretion. In the event of such termination, Licensee shall pay to NFLP the Royalty on all sales of the Licensed Products made during the Termination Fiscal Year or the Termination Guarantee as defined in Paragraph 3a, whichever is greater, and all other amounts due to NFLP. Upon receipt of such payment, NFLP will reimburse Licensee for its salvage expenses or, in the case of unsalvageable Licensed Products, Licensee's manufacturing costs if NFLP does not permit Licensee to distribute the remaining inventory of Licensed Products.