6. The Manufacturer agrees immediately to enter upon and by all reasonable endeavors to push the manufacture and sale of all grades of said goods, and at all times to actively continue such manufacture and sale to any and all extent that the market will warrant, until the said royalties of................shall have been so paid. The Manufacturer agrees, also, to push the sale of the higher priced goods, made under such processes, etc., with the same efforts which it shall use for the lower priced goods made under such processes.
7. The Manufacturer agrees to keep full account of all its transactions relative to the said goods and to render statements to the Owner whenever desired, not exceeding............as aforesaid, and that for the purpose of verifying said statements he may, not oftener than............, examine its books and vouchers in relation to the said transactions, or require the said statements to be verified by the oath of one of the officers of the Manufacturer.
8. The Manufacturer may at its option at any time within
............from the date of this agreement, which option should be exercised by the giving of written notice thereof to the Owner, purchase from the Owner all his rights in and under this agreement, all said processes, inventions, secrets and formulae, as the same shall exist at the time of said purchase, and the factory and property of said Owner in.........., consisting of................, both real and personal, used upon or about the said premises in the manufacture of........
........in consideration and upon the payment of.........., which sum shall be paid as follows:................. It is, however, provided that, for the purpose of said purchase, said factory, real estate and plant are valued at................, and that the Owner may at any time, prior to the exercise of said option by the party of the first part, or notice thereof, sell, lease or otherwise dispose of the same, and thereupon the price to be paid under said option shall be................, being the value of all other considerations in said option included. In case of loss or damage by fire or otherwise to said factory, property and plant, said Owner shall restore the same at his expense and said option shall not be affected. If this option is exercised, this contract shall thereupon terminate, except as to the obligation of the Owner to preserve the secrecy of said inventions, formulae, secrets and processes.
9. Owing to the fact that the Owner, by the act of disclosing his aforesaid inventions, processes and formulae, thereby loses control of his property therein, it is therefore covenanted and agreed by the Manufacturer, that in case the Owner shall become insolvent, or shall fail in any way to keep and perform all the terms of this agreement, on its part to be kept and performed, there shall forthwith become and be due and payable, as liquidated damages to the Manufacturer, and not as penalty, the sum, if the same shall become due within___years after the date thereof, of................, and if the same shall become due after the term of___years the sum of................, at which respective sums said damages are hereby appraised, assessed and fixed, but at any and every time such liquidated damages shall be reduced by crediting thereon all the payments theretofore made, as provided by paragraph "4" hereof.
10. The Owner will not, at any time hereafter so long as this agreement shall continue or after the same has been fulfilled, engage in any manner, by use of his name or influence, in or about the manufacture of..........or like products, which might in any manner compete with the business of the Manufacturer, or reduce the value of the processes, inventions, secrets and formulas which are the subject of this agreement.
11. For the purpose of securing the secrecy of said inventions, the Owner will place in a sealed envelope all manuscripts, memoranda and information now or hereafter in his possession, relative to the said inventions, etc., which said envelope shall be placed in the hands of a trustee to be selected and shall be delivered up or opened only on the consent of both parties thereon.
12. To the end that the secrecy of all such processes, inventions, secrets and formulae may be preserved it is especially covenanted and agreed that any dispute between the parties hereto shall be referred to and decided by three arbitrators who shall be suitable, disinterested and competent; one arbitrator being appointed by the said Manufacturer, one arbitrator by the
Owner, and the third arbitrator by joint and mutual agreement of the parties hereto, or in case of their failure to agree upon such remaining arbitrator, then of the two first appointed, and no suit, action or legal proceeding of any nature shall be brought by either party except to enforce a decision of such arbitrators or to compel their appointment.
13. During the continuance of this agreement the Manufacturer shall not impart knowledge of the aforesaid processes, inventions, secrets and formulas to any other other than its own employees, nor at any time transfer or assign this contract except upon the written consent of the Owner, which consent the Owner agrees to give to a transfer or assignment to any responsible person or corporation, and in no event to demand a money consideration therefor.
14. This agreement shall extend to and bind the successors, executors, administrators and assigns of the parties.