Rcc liquidating corp ritz camera
KCC does not undertake any obligation to update, modify, revise or reorganize the information provided herein, or to notify you or any third party should the information be updated, modified, revised or reorganized.In no event shall KCC be liable to you or any third party for any direct, indirect, incidental, consequential or special damages (including, but not limited to, damages arising from the disallowance of a potential claim against a client of KCC or damages to business reputation, lost business or lost profits), whether foreseeable or unforeseeable and however caused, even if KCC is advised of the possibility of such damages.3.2 RII shall, upon the prior written request of RCC, furnish RCC proofs of all materials bearing the Mark licensed hereunder by RCC or sublicensed hereunder by RII (including, without limitation, printed or electronic copies of all advertising and publicity materials).Review by RCC shall not relieve RII of any of its warranties or obligations under this 3 Agreement.Except as specifically provided in this Agreement or the RCC Agreement, RCC is the sole and exclusive owner of the Mark and all goodwill associated with or appurtenant to it, and RII has no right or interest in the Mark except as specifically provided in this Agreement or the RCC Agreement.1.3 Notwithstanding the License granted in Section 1.2, in the event that, after termination of the RCC Agreement, RII desires to use the Mark in conjunction with any business that is not an existing business of RII as of the time of the termination of the RCC Agreement (a "New Business"), then RII shall provide RCC with thirty (30) days prior written notice to RCC of the New Business that RII is considering entering along with a general description of the manner in which RII would expect to use the Mark in connection with such New Business.
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RII shall maintain RCC's quality standards with respect to its use of the Mark, and otherwise use the Mark subject to any reasonable restrictions or requirements established by RCC from time to time.
In the event that RII shall obtain any proprietary right in the Mark, as a result of the exercise by RII of any right granted to it hereunder, such proprietary right shall immediately vest in RCC, however, RII shall be authorized to use such new proprietary right as though the same had specifically been included in this Agreement.
2.3 RII shall have the right (but not the obligation) to terminate immediately this Agreement: 2.3.1 if RCC is in material breach of any of its obligations or representations hereunder, which are material to this Agreement and which breach is not cured or remedied within sixty (60) days of receipt by RCC of written notice from RII of such breach; 2.3.2 if RCC is the subject of a voluntary petition in bankruptcy or any voluntary proceeding relating to insolvency, receivership, liquidation, or composition for the benefit of creditors, if such petition or proceeding is not dismissed within sixty (60) days of filing, or becomes the subject of any involuntary petition in bankruptcy or any involuntary proceeding relating to insolvency, receivership, liquidation, or composition for the benefit of creditors, if such petition or proceeding is not dismissed within sixty (60) days of filing; 2.3.3 if the business of RCC is liquidated or otherwise terminated for insolvency or any other basis; or 2.3.4 if RCC makes a general assignment for the benefit of its creditors.
2.4 A party may exercise its right to terminate this Agreement pursuant to this ARTICLE 2 by sending written notice to the other party.