| SiS Trademark and Logo License Agreement |
SiS's product images, trademarks and logos may only be used under express license from SiS. If you have no express license with SiS and would like to use any SiS’s product images, trademarks and logos enumerated in SiS Image Gallery(hereinafter collectively referred as ”SiS’s Images”), please carefully read the terms and conditions set forth in the following agreement(hereinafter referred as ”Agreement”)first. If you agree to the terms and conditions thereof, please click on the "I AGREE" button. By clicking on "I AGREE", you agree to the following terms and conditions to obtain SiS’s license for SiS’s Images. SiS reserves the right, in its sole discretion, to accept or reject your request of Trademark license hereunder.
If SiS and you later reach other licenses agreements for any SiS Images, such agreements shall supersede this Agreement.
1.
Under SiS's rights and interests in and to the SiS's Images, SiS grants to Licensee a nonexclusive, nontransferable, royalty free license to use the SiS's Images in accordance with the purpose approved by SiS in association with the Licensee Products.
2.
Licensee Product(s) shall mean the products manufactured or distributed by Licensee, which may include: (1) hardware products incorporated SiS products; (2) software products compatible with SiS products; or (3) advertising, promotional and merchandising materials for the aforementioned hardware or software products.
3.
Licensee may not use the SiS's Images in any manner other than as described in SiS Image Gallery. Any breach or violation to the foregoing will cause this Agreement and the license granted under this Agreement to become null and void immediately.
4.
Licensee shall not assign, sublicense, make available or otherwise transfer to use any of the SiS's Images hereunder without the express prior written consent of SiS; otherwise this Agreement and the license granted under this Agreement shall become null and void immediately.
5.
Licensee agrees and acknowledges SiS's ownership of the SiS's Images and shall employ best efforts to use the SiS's Images in a manner that does not derogate from SiS's rights in the SiS's Images and will take no action that will interfere with or diminish SiS's rights in the SiS's Images either during the term of this Agreement or afterward. Every use of SiS's Images by Licensee shall inure to the benefit of SiS. Except as expressly granted in this Agreement, Licensee shall have no rights in the SiS's Images.
6.
Licensee agrees to maintain the quality of Licensee Product(s) at a level that meets or exceeds industry standards and at least commensurate with the quality of the products and/or services previously provided by Licensee.
7.
Licensee shall supply SiS with suitable specimens of each of Licensee's Product(s) for approval by SiS upon request. SiS reserves the right to inspect Licensee's Product(s) that contain the SiS's Images and may periodically make requests for additional samples.
8.
SIS HEREBY DISCLAIMS ANY EXPRESSED OR IMPLIED WARRANTIES WITH RESPECT TO THE SIS'S IMAGES LICENSED HEREUNDER. ANY RISK OR COST INCURRED IN CONNECTION WITH LICENSEE'S USE OF SIS TRADEMARDS SHALL BE BORN BY LICENSEE. Licensee agrees to indemnify, defend and hold SiS and all of its directors, officers, employees, affiliates and subsidiaries, (collectively, "Indemnified Parties") harmless from and against any and all liability and costs (including, without limitation, attorneys' fees and costs), incurred by the Indemnified Parties in connection with any claim arising out of Licensee's use of SiS's Images hereunder. Licensee shall cooperate as fully as reasonably required in SiS's defense of any claim.
9.
This Agreement shall remain in full force and effect in perpetuity, but may be terminable by SiS (1) upon Licensee's breach to Article 3 or Article 4, or (2) at any time with or without cause upon thirty (30) days prior written notice to Licensee. From and after the termination of this Agreement, Licensee shall cease and desist from all use of the SiS's Images.
10.
This Agreement does not create any agency or partnership relationship.
11.
This Agreement shall be governed by the laws of Taiwan , the Republic of China, exclusive of its conflict of laws principles, and Hsinchu District Court, Taiwan , the Republic of China, shall have exclusive jurisdiction to any conflicts or disputes arising from or in connection with this Agreement between Licensee and SiS. |
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