Software System. With respect to the Software System, as of the later of the Closing Date and the closing of the acquisition of the Legacy Business by Legacy Business Owner and the Personal Creations Business by the Personal Creations Owner, Purchaser, Legacy Business Owner and Personal Creations Business Owner shall be joint owners of the Software System. As of the Closing Date, Purchaser’s rights, obligations and covenants with respect to the Software System with be subject to the Mutual PQUAD Covenant Agreement and such additional covenants to be agreed upon by Purchaser and Legacy Business Owner; provided, that Seller will assign its rights and obligations under the Mutual PQUAD Covenant Agreement to the Personal Creations Business Owner as soon as practicable following the later of the Closing Date and the closing of the acquisition of the Personal Creations Business by the Personal Creations Business Owner. Prior to the Closing, Purchaser will negotiate in good faith with the Legacy Business Owner towards a mutually acceptable agreement with respect to the Software System containing rights, obligations and covenants which are substantially similar to the Mutual PQUAD Covenant Agreement.
Appears in 3 contracts
Sources: Asset Purchase Agreement, Asset Purchase Agreement (FTD Companies, Inc.), Asset Purchase Agreement