WeightWatchers 2015 Annual Report Download - page 141

Download and view the complete annual report

Please find page 141 of the 2015 WeightWatchers annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 159

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159

6
existing as of such date through all Advertising Channels for the remainder of the then-current calendar year, and (ii) in
the event of other termination of this Agreement, WW shall have the right to continue to use and disseminate printed
Materials incorporating the Oprah Marks or the OW Image existing as of such date through all Advertising Channels for
a period that shall be the longer of (a) six (6) months from the date of written notice, and (b) from the date of such
written notice through the remainder of the then-current calendar year (in each case, the “Run-Off Period”). WW will
not create any new printed Materials using the Oprah Marks or the OW Image during the Run-Off Period. The Parties
confirm that after the expiration or termination of this Agreement, any continued use by third parties of any such
Materials that were already disseminated by or on behalf of WW in accordance with this Agreement shall not constitute
a breach by WW hereunder, however WW shall use good faith efforts to remove and destroy such Materials, subject to
any applicable Run-Off Period. Notwithstanding anything to the contrary contained herein, WW may continue to retain
in its archival files any materials incorporating one or more of the Oprah Marks and the OW Image, including the
Materials, but no further use may be made thereafter without OW’s written approval. Nothing herein shall prevent WW
from using or re-using, in perpetuity and without limitation, any Materials where the Oprah Marks and OW Image, as
applicable, have been removed.
3.4
N
otwithstanding anything to the contrary contained herein, this Agreement shall automatically terminate and expire in
the event of the failure of the Closing Date (as such term is defined in the Other Agreements) to occur prior to
N
ovember 18, 2015.
4.
N
on-Competition.
4.1 Other Products. During the Term of this Agreement, OW agrees not to provide to any person or entity other than WW
any right or license to use or otherwise exploit the Oprah Marks and the OW Image for or in connection with any weight
loss programs or weight maintenance programs other than the Weight Watchers Programs. For purposes of clarity, and
as examples only and without limitation, OW shall have no restriction of any kind with respect to speeches, seminars,
tours, books, television programs, digital information, endorsements, social media, or any other media offerings,
activities, or endeavors of any kind, now or hereafter known, which are authored or created by OW or under OW’s
authority, or which utilize Oprah Marks or the OW Image, with respect to diet, healthy living, spirituality, faith, recipes,
cooking, lifestyle, foods and food products provided however that to the extent weight loss or weight management is
relevant to any such activities, OW may freely address issues of weight loss and weight maintenance, so long as OW
does not endorse or advocate for wei
g
ht loss or wei
g
ht maintenance approaches other than Wei
g
ht Watchers Pro
g
rams.
4.2 Competitive Restrictions. During the Term of this Agreement, and one (1) year after the expiration or termination of this
A
g
reement, neither OW nor its desi
g
nees, directl
y
or indirectl
y
, (whether individuall
y
or as an owner, partner,