On October 18, 2005, we purchased the Avon direct-selling business of our licensee in Colombia for approximately $154.0 in cash, pursuant to a share purchase agreement that Avon International Holdings Company, a wholly-owned subsidiary of the Company, entered into with Sarastro Ltd.
Avon NA hereby grants on behalf of itself and its Subsidiaries to Avon International and its Subsidiaries a perpetual, irrevocable, non-exclusive, transferable (subject to Section 11.09), sublicensable (subject to Section 2.03), royalty-bearing (as provided in Article IV) license under all Trademarks included in the New North America IP, effective as of the applicable Request Date, to use, reproduce and display such Trademarks solely in the International Region to conduct the Avon International Business.
Notwithstanding anything in this Agreement to the contrary, while this Agreement remains in effect, neither Avon NA, Avon International, nor their respective Subsidiaries shall conduct or operate any Restricted Business without the other Partys prior written consent.
With respect to the licenses granted in Section 2.02, Avon International acknowledges that Avon NA and its Subsidiaries retain a non-exclusive, perpetual, fully paid-up, royalty-free, sublicensable right to use any New North America IP in the International Region in connection with the business name and Corporate Identity of Avon NA and its Subsidiaries and the development and manufacturing of products solely for sale to consumers in the North America Region.
The licenses granted by Avon International and Avon NA in Sections 2.01 and 2.02, respectively, are subject to any pre-existing licenses, settlement agreements, coexistence agreements, covenants not to sue and arrangements having a substantially similar effect to a coexistence agreement or covenant not to sue granted to third parties under such IP Rights prior to the Effective Date or Request Date, as applicable (the Pre-Existing Licenses).