Sell-Off Rights. Notwithstanding the foregoing, if this Agreement terminates for any reason, Licensee, its Affiliates and all Sublicensees shall have a period of six (6) months to sell off their inventories of Penn Licensed Product(s) existing or in the process of being manufactured on the date of termination of this Agreement, and Licensee shall pay to Penn any royalties due hereunder with respect to such Penn Licensed Product(s) within thirty (30) days following the expiration of such six-month period (“Sell Off Right”).
Sell-Off Rights. Notwithstanding the foregoing, if this Agreement terminates other than pursuant to Section 5.1, 5,3.1 or 5.3.2, LICENSEE and its Affiliates shall have a period of six (6) months to sell off its inventory of Licensed Product(s) existing on the date of termination of this Agreement and shall pay royalties to DREXEL with respect to such Licensed Product(s) within thirty (30) days following the expiration of such six-month period (“Sell Off Right”).
Sell-Off Rights. After the Termination Date, the Parties shall have the right to continue to sell inventories of SII Products (in the case of FEP) and FEP Products (in the case of SII) for a limited time following termination in accordance with their respective sell-off rights under the Subject Agreements, provided that, notwithstanding any provision in such agreements to the contrary:
Sell-Off Rights. Upon termination of this Agreement, Broderbund --------------- shall immediately cease all manufacturing of the Products; provided, however, -------- ------- that Broderbund may continue to market and sell any inventory in existence as of the date of such termination for a period of nine (9) months after termination and royalties shall be payable on such Products pursuant to Section 6. All OEM sublicense agreements entered into by Broderbund prior to the expiration of this Agreement shall continue in full force and effect after the expiration. Notwithstanding the foregoing, in the event that Broderbund terminates this Agreement pursuant to Section 9.3(b) above the sell-off period shall be eighteen (18) months from the effective date of the termination.
Sell-Off Rights. Notwithstanding the foregoing, if this Agreement terminates other than pursuant to Section 5.3, Licensee and its Affiliates and Sublicensees shall have the right to sell off its inventory of Institute Licensed Product(s) existing on the date of termination of this Agreement (“Sell Off Right”), subject to the royalty obligation of Section 3.1.3.
Sell-Off Rights. Only in the case of termination of this Agreement by Licensee due to Platinum's breach or upon expiration of the Term of this Agreement, Licensee shall have the right to sell-off such existing units for a period of one hundred and eighty (180) days from the date of Licensee's termination or expiration of this Agreement, whichever is sooner, on which Royalties shall be reported and paid to Platinum (including those royalties due under Paragraphs 2(a)(i)). After expiration of the sell-off period, Licensee shall destroy all units of the Title that have not been sold, at Licensee's expense, and certify to Platinum in writing that such units have been destroyed.
Sell-Off Rights. Notwithstanding the foregoing, if this Agreement expires in accordance with Section 12.1 upon the expiration of the last to expire Patent, Sublicensee’s license to use Sublicensed Technology shall terminate except for the production of and sale of Licensed Products for which production had begun prior to notice of such expiration or termination. Sublicensee shall continue to sell such Licensed Product for up to six (6) months after such expiration or termination of this Agreement. Immediately upon expiration or termination of this Agreement all rights of Sublicensee, except as expressly stated in this Section 12.7, shall revert to Sublicensor and Sublicensee shall not be obligated to make any payments pursuant to this Agreement, other than amounts accrued but unpaid as of the date of such expiration or termination, and royalties due on Licensed Products sold by Sublicensee after the termination or expiration of this Agreement in accordance with this Section 12.7, and for Licensed Products for which the sales proceeds are received by Sublicensee after such date.
Sell-Off Rights i. Within [———]42 days of the expiration or termination of this Agreement, Licensee shall deliver to Licensor a complete and accurate schedule of Licensee's inventory of Licensed Products on hand, in process of manufacture and in transit, including without limitation, raw materials, bulk materials, ingredients, supplies and containers (the “Final Inventory”). Such schedule shall be prepared as of the close of business on the date of such expiration or termination and shall state Licensee's Fully Burdened Cost (i.e., cost plus reasonable allocation of overhead not to exceed [———]43) of each such item and its condition. Licensor thereupon shall have the option, exercisable by notice to Licensee within [———]44 days after its receipt of the complete Final Inventory schedule in written form, or from time to time thereafter to the extend Final Inventory is available, to purchase any or all of the Final Inventory for an amount equal to the Fully Burdened Cost of the Final Inventory being purchased. Licensor shall have the option, exercisable by notice to Licensee within [———]45 days after its receipt of the complete schedule of tools, dies and molds (“Production Materials”), to purchase any or all of the Production Materials for the stated cost. If such purchase option should be exercised by Licensor, then Licensee shall deliver to Licensor or its designee all of the Final Inventory purchased by Licensor within [———]46 days after Licensor's said notice of exercise of its option. Licensor shall pay Licensee for such Final Inventory in cash or certified check upon delivery of such Final Inventory.
Sell-Off Rights. Upon termination of this Agreement, GRC shall have the right to continue to accept and process orders to sell off all Product inventory.
Sell-Off Rights. Notwithstanding the foregoing, if this Agreement terminates other than pursuant to Section 5.3 .1, Licensee and its Affiliates shall have a period of six (6) months to sell off its inventory of Rockefeller Licensed Product(s) existing on the date of termination of this Agreement and shall pay royalties to Rockefeller with respect to such Rockefeller Licensed Product(s) within thirty (30) days following the expiration of such six-month period ("Sell Off Right"); provided that no Sell Off Right shall exist for that portion of Licensee's inventory that exceeds by more than fifty percent (50%) the average inventory of finished or unfinished Rockefeller Licensed Products or component parts there for held by Licensee and its Affiliates during the twelve (12) months immediately preceding termination of this Agreement.
