No Use of Certain Names. Buyer shall cause the Company and the Company Subsidiaries promptly, and in any event within ninety (90) days after Closing, to revise product and service literature and labeling to delete all references to the Names and to change signing and stationery and otherwise discontinue use of the Names; provided, however, the Company and the Company Subsidiaries shall not be required to revise any Names incorporated into any products for a period of ninety (90) days after the Closing; provided, further, that the Company and the Company Subsidiaries may continue to sell products that uses any Names (“Named Products”) to the extent that (x) such Named Product exists on the Closing Date or are produced within the ninety (90) day period following the Closing or (y) for products which require re-certification by a customer, until such time (but not beyond one (1) year) as Buyer shall have received (after requesting) an acceptance from such customer for the change of the Name on the product, provided that Buyer shall sell all such Named Products prior to the distribution of any similar product of Buyer that does not use the Names. In no event shall Buyer or the Company or any of the Company Subsidiaries use any Names after the Closing in any manner or for any purpose different from the use of such Names by the Company and the Company Subsidiaries during the thirty (30)-day period preceding the Closing. “Names” means “Microsemi”, any variations and derivatives thereof and any other logos or trademarks of Seller or its Affiliates not included in Section 4.11 of the Seller Disclosure Schedule.
No Use of Certain Names. The Purchaser shall cause the Companies and their Subsidiaries promptly, and in any event within 90 days after the Closing Date, to (a) revise print advertising and product labeling to delete all references to the Names, (b) change signage and stationery to delete all reference to the Names, and (c) otherwise discontinue use of the Names; provided, however, that for a period of 150 days after the Closing Date, the Companies and their Subsidiaries may continue to distribute product literature that uses any Names and distribute products with labeling that uses any Names to the extent that such product literature and labeling exists or is in the process of creation on the Closing Date and the Purchaser has marked, or have caused the Companies and their Subsidiaries to xxxx, such product literature and such labeling to obliterate the Names. In no event shall the Companies and their Subsidiaries use any Names after the Closing in any manner or for any purpose different from the use of such Names by the Companies and their Subsidiaries, as the case may be, during the 90-day period preceding the Closing Date. With respect to inventory manufactured by the Companies and their Subsidiaries prior to the Closing, the Companies and their Subsidiaries may continue to sell such inventory, notwithstanding that it bears one or more of the Names, for a reasonable time after the Closing Date, which shall in no event exceed 150 days. As promptly as practicable, but in no event later than 150 days after the Closing Date, the Purchaser shall cause the Companies and their Subsidiaries to file applications to amend or terminate any certificate of assumed name, d/b/a, or foreign filings so as to eliminate the right of the Companies and their Subsidiaries to use the Names. Immediately prior to the Closing, the Sellers shall cause the names of the Companies and their Subsidiaries (in each case, to the extent they make use of the Names) to be changed to names (that do not include the Names or are confusingly similar to the Names or any portion thereof) selected by the Purchaser.
No Use of Certain Names. (a) Purchaser shall promptly, and in any event within nine (9) months after Closing, complete the revision of all product literature relating to each Product (i) to delete all references to the Names and (ii) to delete all references to Seller's or its Affiliates' customer service address or phone number; provided, however, that for a period of nine (9) months from the Closing Date, and subject to any applicable terms of the Supply Agreement, Purchaser may continue to distribute product literature that uses any Names, addresses or phone numbers to the extent that such literature exists on the Closing Date, and Seller hereby grants to Purchaser rights under any copyrights and other intellectual property owned by Seller (and covenants to cause each of its Affiliates to grant Purchaser rights under any copyrights and other intellectual property owned by such Affiliate) to the extent necessary to allow Purchaser to so use such product literature during such period; provided, that, Purchaser shall be solely responsible for ensuring that the content, use and distribution of such product literature complies and is conducted in accordance with applicable law.
No Use of Certain Names. (a) Purchaser shall promptly, and in any event within six (6) months after the Closing, complete the revision of all product literature relating to the Products (i) to delete all references to the Names and (ii) to delete all references to Seller's or its Affiliates' customer service address or phone number; provided, however, that for a period of six (6) months from the Closing Date Purchaser may continue to distribute product literature that uses any Names, addresses or phone numbers to the extent that such literature exists on the Closing Date, and Seller hereby grants to Purchaser rights under any copyrights and other intellectual property owned by Seller (and covenants to cause each of its Affiliates to grant Purchaser rights under any copyrights and other intellectual property owned by such Affiliate) to the extent necessary to allow Purchaser to so use such product literature. In no event shall 24 Purchaser use any Names after the Closing in any manner or for any purpose different from the use of such Names by Seller during the 90-day period preceding the Closing, except as provided in the Supply Agreements.
No Use of Certain Names. Buyer shall cause J&L (a) within 45 days after the Closing Date, to revise print advertising and product labeling to delete all references to the Names; and (b) within 30 days after the Closing Date, to change signage and stationery and otherwise discontinue use of the Names; provided, however, that for a period of 90 days after the Closing Date J&L may continue to distribute product literature that uses any Names and distribute products with labeling that uses any Names to the extent that such product literature and labeling exists on the Closing Date and Buyer has marked, or has caused J&L to mxxx, such product literature and such labeling to obliterate the Names, or has otherwise provided notice, or has caused J&L to otherwise provide notice, that J&L has been sold to Buyer and is independent of Seller. In no event shall Buyer, J&L or their respective subsidiaries or affiliates use any Names after the Closing in any manner or for any purpose different from the use of such Names by J&L during the 90-day period preceding the Closing Date. Within 10 days after the Closing, Buyer shall cause J&L to file applications to amend or terminate any certificate of assumed name or d/b/a filings so as to eliminate the right of J&L to use the Names.
No Use of Certain Names. Transitional Licenses; Right of First Negotiation 58 ARTICLE VI EXCHANGE OF INFORMATION; CONFIDENTIALITY
No Use of Certain Names. Transitional Licenses; Right of First Negotiation.
No Use of Certain Names. (a) Buyer shall, and shall cause the Company, promptly, and in any event (a) within three hundred and sixty-five (365) days after the Closing, to revise print advertising, product labeling and all other information or other materials, including any Internet or other electronic communications vehicles, to delete all references to the Names and (b) within three hundred and sixty-five (365) days after the Closing, to change signage and stationery and otherwise discontinue use of the Names; provided, however, that, after the Closing Date, Buyer may continue to distribute Product inventory with labeling that uses any Names to the extent that such inventory exists as of the Closing Date; provided, further, however, that Buyer shall not be deemed to have violated this Section 5.6(a) by reason of the appearance of any Names in or on any tools, dies, equipment and internal business records in existence prior to the Closing. In no event shall Buyer or the Company
No Use of Certain Names. (i) Except as set forth in this Section 8.7(a) or in the Transition Services Agreement, following the Closing, Buyer shall not have any rights by virtue of this Agreement or any of the transactions or other agreements contemplated hereby to the Names, addresses, or phone numbers of any Seller or any of its Affiliates other than those expressly included in the Transferred Assets.
No Use of Certain Names. Buyer shall within 90 days after the Closing change the Publications and subscription information, signage and stationery to discontinue use of the Names, as well as in all other information or other materials of Buyer or any of its Affiliates, including any Internet or other electronic communications vehicles (during which time Buyer and its Affiliates shall have the right to use the Names consistent with then present usage); provided, however, that the foregoing shall not require any changes with respect to any Publications printed or submitted for printing prior to the end of such 90-day period. In no event shall Buyer or any of its Affiliates use any Names after the Closing in any manner or for any purpose different from the use of such Names by Seller during the 90-day period preceding the Closing.
