a) carry on business within a distance of 5 miles from either bank of the River Derwent in the geographic area administered by the Amber Valley, Derby City, Derbyshire Dales, High Peak and Southern Derbyshire Councils; and
b) satisfy the Trust that they are bona fide, reputable and lawful businesses. For this purpose applicants will be required to provide references satisfactory to the Trust or other information as the Trust may from time to time determine.
2.2.1 Each Associate shall pay such registration fee and annual Associateship fee to the Trust as the Trust may from time to time determine.
2.2.2 Registration fees shall be payable with applications and shall be refundable if application for Associateship is refused. In the initial year of Associateship the annual fee shall be pro rata to the calendar months of Associateship remaining from date of admission to the end of the calendar year. Such fees shall be payable within 7 days of notice thereof. Otherwise annual fees shall be due on 1st January of each year.
3.1 Associateship will automatically entitle Associates to use the Mark on stationery, literature and publicity material of whatsoever kind issued from the business premises identified in their Associateship application and relating to the Associate’s business.
3.2 Use of the Mark in relation to any goods will not be permitted except by prior written agreement between the Associate and the Trust. The Trust may arrange for the production of goods bearing the Mark and all Associates will be entitled to purchase such products from the Trust or parties authorised by them when such arrangements are made.
4 Associates must operate their business in a proper businesslike and lawful manner and provide goods or services of a quality which will enhance the reputation of the Mark. The Trust reserves the right in its absolute discretion to cancel the Associateship of any Associate whose conduct or the quality of whose goods or services give rise to justifiable complaint or are otherwise liable to bring the Trust or the reputation attaching to the Mark into disrepute.
5.1 In the event the Trust deems it necessary to refuse an application for Associateship or cancel Associateship, the prospective Associate or Associate concerned will be notified in writing and afforded an opportunity of satisfying the Trust in writing that there are reasons why their Associateship application should be reconsidered or why it should not be cancelled as the case may be.
5.2 In the event Associateship is cancelled the Associate shall forthwith cease to make any use of the Mark whether on letterheadings, literature, publicity material, goods or otherwise.
6 Nothing in the Regulations shall prevent the Trust from itself using the Mark in relation to any of its own literature, publicity or advertising material but the Trust shall not use the Mark in relation to any goods unless such goods are also made available to Associates.
7.1 These Regulations may be varied, amended, suspended or cancelled only with the prior approval and resolution of the Board of the Trust.
7.2 Every Associate shall be given notice of any such variation, amendment, suspension or cancellation. Notice shall be sent by first class post and shall be deemed served 48 hours after posting.
8.1 An Associate may resign from the Trust on giving 7 clear days’ notice in writing to the Secretary of Derwent Valley Trust at 83 Friar Gate Derby when the provisions of Clause 5.2 shall apply.
8.2 Associateship shall automatically determine upon:
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| (1) | annual fees being in arrear for more than 28 days |
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| (2) | death |
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| (3) | bankruptcy |
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| (4) | he is, or may be, suffering from mental disorder or becomes of unsound mind |
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| (5) | a proposal being made for a voluntary arrangement within Part I of the Insolvency Act 1986 | |
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| (6) | a proposal for any other composition, scheme or arrangement with (or assignment for the benefit of) creditors |
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| (7) | being unable to pay its debts within the meaning of S.123 of the Insolvency Act 1986 |
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| (8) | a trustee, receiver, administrative receiver, administrator, liquidator or similar officer being appointed in respect of all or any part of the business or assets |
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| (9) | a petition being presented or a meeting being convened for the purpose of considering the resolution or other steps to be taken for the winding up |
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| (10) | the making of an Administration Order (otherwise than for the purpose of an amalgamation or reconstruction) |
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| (11) | the convening of a meeting of creditors |
9 Associateship shall not confer any rights to vote at any meeting of the Trust
10 The rights of Associates are personal and not assignable or transferable whether by operation of law or otherwise
11 It is a condition of registration that the Mark shall not be used in any printed advertisements or printed publicity matter directed primarily to the market in the United Kingdom and in the Isle of Man or in retail point of sale display cards distributed by the Registered Proprietor for use within the United Kingdom and in the Isle of Man without indicating that it is a Collective Mark.
12 The singular shall include the plural and vice versa; words importing one gender shall include all genders; persons shall include corporations.