Names Following Closing. Within 90 days following the Closing, Purchaser shall (i) change the legal names of the Companies so as not to include the Names, and Purchaser and its affiliates shall not thereafter use the Names except as provided in this Section 5.09, and (ii) amend the organizational documents of the Companies as necessary to reflect the name changes required by clause (i). “Names” means “OM Group” and “OMG” and any names that are derivatives thereof or confusingly similar thereto, and any trademarks or logos owned by the Sellers or any of their affiliates, or that the Sellers or any of their affiliates have rights to use and that are set forth on Section 5.09 of the Seller Disclosure Letter, in each case, as of immediately after the Closing.
Names Following Closing. (a) Immediately following the Closing, Seller shall amend or terminate any certificate of assumed name or d/b/a filings so as to eliminate its right to use the names set forth on Schedule 5.18(a) or any name that is confusingly similar to or includes any such names, and none of Seller or any of its affiliates shall thereafter use those names or other names acquired by Purchaser hereunder or names confusingly similar thereto.
Names Following Closing. Except as expressly included in the Transferred Intellectual Property or to the extent expressly set forth in the Value Added Reseller Agreement or the Intellectual Property License Agreement, on and after the Closing, none of Buyer or any of its Affiliates shall use or display any Trademark owned by Seller, including the Trademarks set forth on Section 5.16 of the Seller Disclosure Letter, or any Trademark confusingly similar to any of the foregoing, or any variations, derivations, or equivalents of any of the foregoing (the “Retained Names”); provided, however, that Buyer may use “(formerly known as “Unisys Federal”)” for a period of three (3) months after the Closing.
Names Following Closing. After the Separation Date, AWW shall not, and shall cause its Subsidiaries not to, use the names “Thames Water North America, Inc.”, “OMI/Thames Water Stockton, Inc.”, “Thames Water Holdings LLC” or any name that contains the words “Thames Water” or “RWE” or that, in the reasonable judgment of RWE, is otherwise similar to any such names (collectively, the “RWE Names”). Within 10 business days of the Separation Date, AWW shall, and shall cause its Subsidiaries to, amend or terminate any certificate of incorporation or similar organizational document and any certificate of assumed name or d/b/a filing to the extent required to eliminate all rights of each Person in the AWW Group to use any of the RWE Names. Within 180 business days of the Separation Date, AWW shall, and shall cause its Subsidiaries to, destroy or delete, from all sales literature, sponsorship signs, stationery, invoices, purchase order forms, business cards and similar paper goods and supplies and all internet sites, information technology applications, buildings, signage, vehicles and apparel used by or belonging to any Person in the AWW Group, all RWE Names (including, for the avoidance of doubt, any hyperlinks from internet sites of any Person in the AWW Group to internet sites of any Person in the RWE Group) and any logo, logotype, logograph, color, font, design, image, graphic configuration, template, or similar device in which any Person in the RWE Group has an interest or which reasonably could be associated with any Person in the RWE Group (including, for the avoidance of doubt, the RWE “hand” image and the RWE “squares” image); provided, however, that such destruction or deletion shall not be required (a) in the case of vehicles, signage and information technology applications, until December 31, 2008, (b) in the case of apparel, until the second anniversary of the Separation Date and (c) in the case of water tanks, until such water tanks are repainted in the ordinary course of business.
Names Following Closing. (a) The Contributors agree that they have or may have a proprietary interest in the names “PXXXXXXX XXXXXX” and “PECO” (the “Trade Names and Trademarks”). The Contributors, do hereby, on behalf of themselves and their Affiliates and Subsidiaries, whether now in existence or after the Closing Date hereby sell, assign, convey and transfer to PEGC I OP, and PEGC I OP hereby accepts, all right, title and interest in and to the Trade Names and Trademarks, together with the goodwill of the business thereto, including all rights of any kind whatsoever accruing under the applicable laws of any jurisdiction, including by international treaty or convention, and otherwise throughout the world; such assignment to include rights to royalties, fees, income, payments, and other proceeds now or hereafter acquired, due or payable, and any and all claims and causes of action together with damages, restitution, and injunctive relief and other legal and equitable relief with respect to the foregoing, whether having accrued before, on, or after the Closing Date, the same to be held and enjoyed by PEGC I OP for its own use and benefit, and for the use and benefit of its successors and assigns, to the extent Contributors have any proprietary right, title and interest in and to the Trade Names and Trademarks. Unless expressly permitted by PEGC I OP or its Affiliates in a separate written agreement, PEGC I OP or its Affiliates shall have the sole and exclusive right as between PEGC I OP and its Affiliates on one hand, and Contributors and their Affiliates on the other hand, to register the Trade Names and Trademarks, with the U.S. Patent and Trademark Office, or any equivalent government agency, worldwide, in connection with the business of the Contributed Companies and their Subsidiaries, or any other businesses PEGC I, OP shall enter. The Contributors and their Affiliates, whether acting alone or with or through other Persons, will not object to, sxx, challenge, or otherwise oppose the use of such names by PEGC I OP or its Affiliates.
Names Following Closing. (a) Buyer acknowledges that all rights to the name “Veolia,” “Onyx,” and all other Recognition Marks listed in Schedule 6.13, as well as other Intellectual Property related thereto, shall remain with the Seller Group, and will not be transferred to Buyer pursuant to this Agreement.
Names Following Closing. (a) Buyer acknowledges and agrees that the Potlatch Name is and shall remain the property of Seller or its Affiliates and that nothing in this Agreement shall transfer or shall operate as an agreement to transfer any right, title or interest in the Potlatch Name to Buyer. Subject to Section 5.12(b) below, Seller is not granting Buyer a license to use the Potlatch Name after the Closing.
Names Following Closing. (a) Except for those trademarks and trade names expressly assigned to Purchaser, neither Purchaser nor any of its Affiliates shall use, or have the right to use the JCI Name and JCI Marks or any name or xxxx that, in the reasonable judgment of Seller, is similar to or embodying the JCI Name and JCI Marks.
Names Following Closing. From and after the Closing, except as expressly provided in this Section 5.09 or in the Brand Licensing Agreement or in the Transition Services Agreement, any and all rights of the Group Companies to use the Names shall terminate as of the Closing and shall immediately revert to Seller and its Affiliates (other than the Group Companies), along with any and all goodwill associated therewith. Purchaser acknowledges that it has no rights or interests, and is not acquiring any rights or interests, directly or indirectly, through the Group Companies or otherwise, to use the Names, except as expressly provided herein or in the Brand Licensing Agreement or in the Transition Services Agreement. Subject to the terms of this Agreement and the Brand Licensing Agreement, the Group Companies shall, for a period of 180 calendar days after the Closing (the “Transition Period”), be entitled to use the existing letterheads, policies and procedures and other internal documents and materials in existence and used in the operation of the Business as of the Closing, in each case, containing the Names; provided that all such uses of the Names shall be in the same form and manner as used in the Business as of the Closing. No later than the end of the Transition Period, Purchaser shall, and shall cause its Affiliates (including the Group Companies) to, revise all letterheads, policies and procedures and other internal documents and materials to delete all references to the Names. Except as expressly provided in this Section 5.09 or in the Brand Licensing Agreement or in the Transition Services Agreement, no other right to use the Names is granted by Seller or any of its Affiliates to Purchaser, its Affiliates or, after the Closing, the Group Companies, whether by implication or otherwise, and nothing hereunder permits Purchaser, its Affiliates or, after the Closing, the Group Companies, to use the Names in any manner, or to register or seek to register, or to permit, cause or assist any third party to register or to seek to register, any of the Names in any jurisdiction. After the Transition Period, Purchaser shall, and shall cause its Affiliates (including the Group Companies) to, cease to, and not at any time thereafter, hold themselves out as having any affiliation or association with Seller or any of its Affiliates.
Names Following Closing. (a) Neither Purchaser nor any of its Affiliates shall use, or have the right to use, the “United Technologies,” “United Technologies Corporation,” “UTC,” “UTX,” “UTC Aerospace Systems,” “Xxxxxxxx,” or “Xxxxxxxx Sundstrand,” names or any variations or derivatives thereof or any trademarks or logos of Seller or any of its Affiliates (the “Names”), or any name that, in the reasonable judgment of Seller, is similar to the Names, except as provided in Section 5.8(b).
