Clause Regarding Rendering Of Services Legal Draft Template

Whereas,

ABC desires to obtain the benefits Xs experience in manufacturing the pressure

pipes.1.

J.M.

shall furnish to ABC such technical advice and assistance to enable ABC to manufacture

products of the same quality which are manufactured and sold by X the

certain formula; specifications for machinery and equipment ; production line

layout ; raw material specification ; technical information necessary to the

processing and manufacture of such products; installation and erection of

buildings, machinery and/ or equipment; and assistance to a reasonable extent

in the preparation of drawings, plans and specifications for the buildings,

machinery and equipment other than architectural design of buildings and

detailed mechanical design of machinery and equipment not developed by J.M. ;

advice and assistance in the employment of qualified personnel by ABC ;

technical training in accordance with Xs current customs in such circumstances

for employees of ABC so as to qualify them to matters relating to the

manufacture of such products ; access for the access for the officers and key

employees of ABC to those portions of the factories of X and of its wholly

owned subsidiaries in the United States of America where products are

commercially manufactured ; and assistance in the selection and purchase of

ingredients required in the manufacture of such products ;Making

available to ABC the services of the Johns-Manville Research Laboratories at

Manville, New Jersey, to a reasonable-extent such as a now rendered in

connection with similar products manufactured by Xs wholly owned subsidiaries

in the United States of America, for the purpose of testing and analyzing

products manufactured or sole by its competitors, in any, in India;Making

available to ABC a reasonable number of copies from time to time of technical

sales literature made available by X or by any of its wholly-owned subsidiaries

to its or their customers in the United States of America for use by ABC as

guides in preparing its own such sales literature, provided, however, that ABC

shall not distribute, reproduce for distribution, or copy the same in whole or

in part for distribution, to others without the prior written consent of X; andGranting

permission for ABC in its advertising and sales literature regarding products,

and upon products and packages and samples thereof, to use any of the following

expressions :A.

Manufactured

by the Johns-Manville Process(Or)B.

Manufactured

in accordance with specification of Johns-Manville. (Or)C.

Manufactured

in accordance with Johns-Manville technique(Or)D.

any

other phrase of similar import, upon obtaining prior approval of X.On

condition that ABC will not use either the initials X or the name X in a

trade mark sense indicating that X is the source of the products produced by

ABC ; provided that X shall have the right at any time in its sole discretion

to cancel the rights granted to ABC by this Paragraph 1.125 if the products

manufactured by ABC shall, in the sole judgment of X, not in fact be

manufactured in accordance with specifications and techniques of X or be of a

quality inferior to products of the same similar kind manufactured by X or by

its wholly-owned subsidiaries in the United States of America ; and provided

further that ABC shall have to right under this agreement or otherwise to use

or to register any trade marks, trade names, or other commercial marks or

indicia of X or any translations, transliterations, variations or portions

thereof, or any marks or indicia similar thereto or to use the name of X or of

its subsidiaries in any manner whatsoever except as hereinabove expressly

provided. No failure or delay on the part of X in exercising its right of

termination hereunder for any one or more causes shall prejudice or be

construed to prejudice its right to termination for such or for any other or

subsequent cause. X shall grant to ABC non-exclusive licenses for the life of

this agreement under any Letters Patent of India owned by X prior to the

Seventh anniversary of the effective date of this agreement to enable ABC to

manufactured, use and sell said products in India.