Trigger Date Termination. Upon (i) the Trigger Date (as defined in the Stockholders Agreement), (ii) the first date in which Company or its Affiliates sells primarily all of the assets of the Company and its Affiliates to a third party or (iii) the first date on which the Company ceases to conduct business, in each case of (i)-(iii), this Agreement shall terminate; provided that the respective licenses of GE Intellectual Property, GE Specific Fields Intellectual Property, Company Intellectual Property, or Company Specific Fields Intellectual Property, as applicable, shall remain in effect solely for such Intellectual Property that is actually in Use, or Held for Use one-hundred and fifty (150) days prior to the date an agreement is entered into that would result in the Trigger Date or the consummation of an applicable asset sale transaction. For the avoidance of doubt, any obligation to license GE Future IP and Company Future IP that, as of the date one-hundred and fifty (150) days prior to the date an agreement is entered into that would result in the Trigger Date or the consummation of an applicable asset sale transaction, are not actually in Use, or are not Held for Use by a licensee Party, shall terminate as of the date of such termination.
Appears in 3 contracts
Sources: Intellectual Property Cross License Agreement (Baker Hughes a GE Co), Intellectual Property Cross License Agreement (BAKER HUGHES a GE Co LLC), Intellectual Property Cross License Agreement (Bear Newco, Inc.)