Buyer Designated. Transaction"), Buyer shall first offer to sell or license to Seller the Buyer's intellectual property covering or embodied by, and Buyer's tangible assets used solely in connection with, the manufacture and sale of such products. Seller shall have thirty (30) days from the date of receipt of the offer within which to negotiate with Buyer in good faith substantive documents and agreements pursuant to which such transaction shall be consummated and during which period Seller shall have reasonable access to Buyer's books and records relating to the assets that are the subject of the Buyer Designated Transaction. If Buyer and Seller do not complete such a transaction within such thirty (30) day period, then Buyer may, thereafter, manufacture and sell, and otherwise engage in business in respect of nickel hydrogen and nickel plaque products that are not covered by the Licensed Rights.
Buyer Designated. Transferee 11.5 Buyer Indemnified Parties 6.1 Buyer Material Adverse Effect 3.3(b) Buyer's 401(k) Plan 10.7(c) Buyer's Environmental Disclosure Documents 3.28 CERCLA 2.16(a)(i) Claim Notice 6.3(c) Claimed Amount 6.3(c) Claims-Made Business Policies 10.6 Closing 1.3(a) Closing Date 1.3(a) CMOS Letter Agreement 5.1(i) COBRA 10.7(i) Code 1.2(c) Commission 3.8 Competitive Business 10.2(b) Confidentiality Agreement 4.5 Controlled Subsidiary 10.2(b) Current Title Policy 3.14 Damages 6.1; 6.3(a); 6.3(b); 8.1(b) Danbury Mortgage 1.2(a)(ii) -vii-
Buyer Designated. Transferee 11.5 Buyer Indemnified Parties 6.1 Buyer Material Adverse Effect 3.3(b) Buyer's 401(k) Plan 10.7(c) Buyer's Environmental Disclosure Documents 3.28 CERCLA 2.16(a)(i) Claim Notice 6.3(c) Claimed Amount 6.3(c) Claims-Made Business Policies 10.6 Closing 1.3(a) Closing Date 1.3(a) CMOS Letter Agreement 5.1(i) COBRA 10.7(i) Code 1.2(c) Commission 3.8 Competitive Business 10.2(b) Confidentiality Agreement 4.5 Controlled Subsidiary 10.2(b) Current Title Policy 3.14 Damages 6.1; 6.3(a); 6.3(b); 8.1(b) Danbury Mortgage 1.2(a)(ii) Deferred Items 1.4(a) Deferred Transfer 1.4(b) Designated Contracts 2.12(b) Designated Intellectual Property 2.11(a) Develop 8.1(c) Disclosure Schedule Article II -vi- Defined Term Section ------------ -------
