Grant of License
LUCY ANN hereby grants AFFILIATE a personal, non-exclusive, non-transferable, non-assignable limited license to use the Licensed Marks and Designs on AFFILIATE’s own internet site in connection with the Agreement. LUCY ANN may terminate the license at any time in its sole discretion.
Ownership
AFFILIATE acknowledges LUCY ANN's exclusive right, title and interest in and to the Licensed Marks and Designs, and AFFILIATE shall use the Licensed Mark and Designs in such a manner as to preserve and protect all rights of LUCY ANN therein. Nothing contained in this Agreement shall be construed as conveying to AFFILIATE any right, title or interest in or to any of the Licensed Marks and Designs other than an express right to a permissive use thereof in connection with the Agreement. AFFILIATE shall cooperate to the fullest extent possible with LUCY ANN to take such actions as LUCY ANN in its sole discretion may consider necessary to protect any of the Licensed Marks and Designs. AFFILIATE will fully cooperate with LUCY ANN in maintaining and defending the ownership and validity of each of the Licensed Marks and Designs against infringement and claims of infringement. AFFILIATE will not take any action that may affect the validity of any of the Licensed Marks and Designs.
Required Approval of Sales Promotion Material
All advertising and promotional material that describes, mentions, or exhibits the Products or Lucy Ann name or variation thereof shall be submitted by AFFILIATE to LUCY ANN for LUCY ANN's approval or disapproval prior to any use by AFFILIATE. Approval shall be granted at the sole discretion of LUCY ANN. If LUCY ANN disapproves of any such material, AFFILIATE shall not use the material in any manner whatsoever. If AFFILIATE does not receive such approval or disapproval within thirty (30) days after submission or review by LUCY ANN, whichever is earlier, such material shall be considered disapproved. Once approval has been obtained, further approval of the same material need not be obtained for future or repeat use, but all such material shall be consistent with the family oriented theme and high reputation of LUCY ANN Products.
Affiliates are not allowed to use Lucy Ann, LucyAnn or any variation of the Lucy Ann name as a key word in any type of pay per click marketing.
