INTEREST IN ANY AND ALL INTELLECTUAL PROPERTY RIGHTS
PERTAINING TO COMPANY
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AND/OR THE PRODUCTS AND/OR THE PROPRIETARY INFORMATION, AND THE MANUFACTURER
UNDERTAKES THAT IT SHALL NOT DO, OR CAUSE TO BE DONE, ANY ACTS OR THINGS
CONTESTING OR IN ANY WAY IMPAIRING OR TENDING TO IMPAIR ANY PORTION OF COMPANY'S
RIGHT, TITLE AND INTEREST IN AND TO THE INTELLECTUAL PROPERTY RIGHTS OR
REPRESENT IN ANY MANNER THAT IT POSSESSES ANY OWNERSHIP INTEREST IN THE
INTELLECTUAL PROPERTY RIGHTS OR THE REGISTRATION THEREOF.
15.2.
ALL IMPROVEMENTS AND ALL INTELLECTUAL PROPRIETARY
RIGHTS THEREIN, SHALL BE AND REMAIN AT ALL TIMES THE PROPERTY OF THE COMPANY AND
THE MANUFACTURER SHALL NOT HAVE ANY RIGHT, TITLE OR INTEREST THEREIN.
15.3.
THE MANUFACTURER SHALL FORTHWITH COMMUNICATE TO THE
COMPANY THE DETAILS OF ANY SUCH IMPROVEMENT, AND, UPON THE REQUEST OF THE
COMPANY, EXECUTE OR CAUSE ANY OF ITS EMPLOYEES OR AGENTS TO EXECUTE, ANY AND ALL
DOCUMENTS REQUIRED BY THE COMPANY IN ORDER TO PROPERLY EFFECT THE TITLE OF ANY
SUCH IMPROVEMENT IN THE NAME OF THE COMPANY.
15.4.
WITHOUT DEROGATING FROM THE GENERALITY OF THE
AFORESAID, ALL THE PROVISIONS OF THIS AGREEMENT, SHALL APPLY, MUTATIS MUTANDIS,
ALSO WITH RESPECT TO ALL IMPROVEMENTS.
15.5.
THE MANUFACTURER SHALL NOT BE ENTITLED TO
MANUFACTURE, SELL OR DISTRIBUTE THE PRODUCTS, EXCEPT TO THE COMPANY AND IN
ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT.
16.
TRADEMARKS
The Manufacturer shall affix to the Products such trademarks, brand names,
copyright symbols or other intellectual property rights notices, as shall be
required by the Company, from time to time. The Manufacturer expressly
recognizes and agrees that it shall acquire no right, title or interest in or to
the aforementioned by the terms of this Agreement or by performance of its
obligations hereunder.
17.
TERM AND TERMINATION
17.1.
THIS AGREEMENT SHALL ENTER INTO FORCE UPON THE DATE
OF SIGNATURE HEREOF BY BOTH PARTIES AND SHALL REMAIN IN FORCE AND AFFECT FOR AN
INDEFINITE PERIOD, UNLESS AND UNTIL TERMINATED BY EITHER PARTY IN ACCORDANCE
WITH THE PROVISIONS OF THIS AGREEMENT.
17.2.
EITHER PARTY SHALL BE ENTITLED TO TERMINATE THIS
AGREEMENT AT ANY TIME BY GIVING THE OTHER PARTY A PRIOR WRITTEN NOTICE OF AT
LEAST 180 DAYS.
17.3.
EITHER PARTY SHALL HAVE THE RIGHT TO TERMINATE THIS
AGREEMENT WITHOUT NOTICE (WITHOUT PREJUDICE TO OTHER RIGHTS OR REMEDIES TO WHICH
IT MAY BE ENTITLED PURSUANT TO THIS AGREEMENT AND/OR TO THE APPLICABLE LAW) BY
WRITING TO THE OTHER IN ANY OF THE FOLLOWING EVENTS:
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17.3.1.
THE OTHER PARTY ENTERS INTO LIQUIDATION OR IS DECLARED
INSOLVENT OR BANKRUPT, OR HAS A LIQUIDATOR OR AN INTERIM LIQUIDATOR OR A
RECEIVER OR AN INTERIM RECEIVER OF ITS ASSETS OR A MATERIAL PART THEREOF
APPOINTED, AND SUCH APPOINTMENT IS NOT REMOVED WITHIN A PERIOD OF 60 (SIXTY)
DAYS, OR SEEKS OR IS SUBJECT TO ANY OTHER SIMILAR RELIEF OR PROCEDURE UNDER ANY
BANKRUPTCY LAWS, INSOLVENCY LAWS OR SIMILAR STATUTES;
17.3.2.
THE OTHER PARTY COMMITS ANY IRREMEDIABLE BREACH OF THIS
AGREEMENT OR FAILS IN ANY