Change of Name; Use of Name Sample Clauses

Change of Name; Use of Name. The Company will take all action necessary or appropriate to change its corporate name, effective immediately after the Closing, to a name that does not include the words “xxxxxxxx.xxx” and will take such other actions within its power as may be necessary or appropriate to permit Buyer immediately after the Closing to use the Company’s present corporate name and any other name substantially similar thereto. From and after the effective date of the change of the Company’s corporate name, the Company and the Equityholders shall not use the name “xxxxxxxx.xxx” or any other name which includes such words or which is substantially similar thereto for any purpose except to refer to the business conducted by the Company prior to the Closing.
Sample 1Sample 2See All (6)
AutoNDA by SimpleDocs
Change of Name; Use of Name. Seller will take all action necessary or appropriate to change its corporate name, effective upon the Closing, to a name that does not include the word “Vari-L” or any variant thereof or other name substantially similar thereto (the “Name Change”), and will take such other actions within its power as may be necessary or appropriate to permit Buyer immediately after the Closing to use Seller’s present corporate name. From and after the effective date of the change of the Seller’s corporate name, Seller shall not use the present Seller corporate name or any other name that includes the word “Vari-L” or any variant thereof or other name substantially similar thereto for any purpose except to refer to the business conducted by Seller prior to the Closing.
Sample 1Sample 2
Change of Name; Use of Name. (i) After the Closing Date: (A) Xxxxxxx shall, as promptly as reasonably practicable, cause Nordson UV Limited to change its name to a name not including the words “Nordson,” “Nordson UV” or any colorable imitation thereof (the “Prohibited Names”); (B) none of Xxxxxxx, either of the Acquisition Subsidiaries or any of their subsidiaries will, at any time after the Closing Date, establish any business entity that has or uses a name including any of the Prohibited Names; and (C) no existing subsidiary of Xxxxxxx, either of the Acquisition Subsidiaries or any subsidiary now or hereafter owned or controlled by any of them shall maintain or change its name to include, or use any fictitious name or trade name including, any of the Prohibited Names. (ii) The parties agree and acknowledge that as of the Closing Date, none of the Transferred Entities will have the right, and Xxxxxxx is not acquiring any right hereunder, to use the name “Nordson,” other than the limited rights set forth in this Section 7(h). For a period of three (3) months after the Closing Date, Xxxxxxx shall be permitted to state in written marketing and promotional materials relating to the Transferred Business that the Transferred Business was “formerly known as the Nordson UV Graphic Arts Business.” In addition, for a period of six (6) months after the Closing Date, Xxxxxxx shall be permitted to sell the inventory of the Transferred Business existing as of the Closing Date that contains the Nordson name and/or logo; provided that Xxxxxxx shall use commercially reasonable efforts to cease using the Nordson name and logo in connection with the sale of such inventory as soon as reasonably practicable.
Sample 1
Change of Name; Use of Name. (a) As soon as practicable after the Initial Closing Date, each Seller will (and will cause the Subsidiaries to) change its corporate, limited liability company or limited partnership name, as applicable, to such other name as does not contain the word "STi". After the Initial Closing Date, ST, Sellers and the Subsidiaries shall not have any right, title or interest in or to, the name STi or any related Marks or any other Purchased Intellectual Property. (b) The Sellers and the Subsidiaries hereby grant to the Buyer and its Affiliates a worldwide, irrevocable, royalty-free, fully paid up and exclusive license in the fields of the Business to use the Telco, TGI, VoIP Ent. and Dialaround Marks (the "Provider Marks"), in connection with the Business, for the 18 month period following the Initial Closing Date (the "Provider Marks License"); provided, however, that the Dialaround Marks shall not be licensed to, or used by, the Buyer until the Dialaround Closing Date. Buyer may assign any or all of its rights, interests and obligations, as they relate to the Provider Marks, to any of its Affiliates, or to any other Person, in connection with any transfer or sale of the Business or Assets to which this license relates; provided, however, that Buyer shall provide notice to Seller of such assignment. The Sellers and the Subsidiaries represent and warrant to the Buyer that they have not granted and will not grant any licenses or other rights that would conflict with the Provider Marks License.
Sample 1
Change of Name; Use of Name. Within five (5) days of the Closing Date, each Selling Entity and each Dissolving Entity shall (A) change its company name to one acceptable to Buyer and which is not the same as or similar to its present company name or any other trademark or trade style or name now used by any Subject Company, and (B) have [**] denotes confidential treatment has been requested for the bracketed portion. The confidential redacted portion has been omitted and filed separately with the Securities and Exchange Commission. delivered to Buyer, in form suitable for filing, such certificates, consents and other documents as are necessary or desirable to effect the transfer of the registration of any name conveyed to Buyer pursuant to this Agreement in the States of New York and Florida and in each other state where such Selling Entity or Dissolving Entity is qualified to do business or has registered any such name under a “trade name” or “fictitious name” statute or similar law or has taken any other action in order to obtain or protect rights in such name. Each Seller shall grant any consents and take any other and future action, all at its own expense, requested by Buyer to enable Buyer to use, reserve or register any such name for the exclusive use of Buyer. After the Closing Date, each Selling Entity and each Dissolving Entity shall discontinue use of the name “Xxxxxxx Xxxxx,” “MC” and any similar name.
Sample 1
Change of Name; Use of Name. At the Closing, the Company shall execute appropriate documents to change its name to a name dissimilar to “Quick Hit” and promptly thereafter shall file any necessary documents to reflect the name change with the Delaware Secretary of State and the appropriate authorities in the other states in which it is qualified to do business. The parties hereto acknowledge and agree that from and after the Closing, neither the Company nor any shareholder thereof nor the Senior Lender shall use or authorize the use of the name “Quick Hit”, or any other brand or name associated with the Purchaser, or any variation thereof, as the whole or part of any trade name or style for any Person other than the Purchaser or an Affiliate of the Purchaser.
Sample 1
Change of Name; Use of Name. Within ten business days after the Closing, Buyer will cause the LLC to file with the Secretary of State of Missouri an amendment to the LLC's Articles of Association changing the LLC's name to a name that does not include the word "LaBaxxx" xx "Clayco." For a period of 120 days after the Closing, the LLC may use the name "LaBaxxx Xxxyco Wireless" so long as the LLC first files with the Secretary of State of Missouri a fictitious name registration indicating that the LLC is doing business as LaBaxxx Clayco Wireless. Until the first anniversary of the Closing Date, the LLC may, in conjunction with the use of its new name, include the language "formerly LaBaxxx Xxxyco Wireless." In no event will Buyer or the LLC use the name "LaBaxxx" xx "Clayco" except during the periods and in the ways authorized by this ss.5(n). Following the Closing, the Buyer will not, and will cause the LLC not to indicate to any third party that the Buyer or the LLC is in any way affiliated with LaBaxxx or Clayco.
Sample 1
AutoNDA by SimpleDocs
Change of Name; Use of Name. On or before the Closing Date, Seller shall (i) change its company name, and the name of its parent and all affiliated companies, to one acceptable to Buyer and which is not the same as or similar to its present company name or any other trademark or trade style or name now used by Seller or any affiliate, and (ii) have delivered to Buyer, in form suitable for filing, such certificates, consents and other documents as are necessary or desirable to effect the transfer of the registration of any name conveyed to Buyer pursuant to this Agreement in the State of Alabama and in each other state where Seller is qualified to do business or has registered any such name under a “trade name” or “fictitious name” statute or similar law or has taken any other action in order to obtain or protect rights in such name. Seller shall grant any consents and take any other and future action, all at Seller’s expense, requested by Buyer to enable Buyer to use, reserve or register any such name for the exclusive use of Buyer. After the Closing Date, Seller shall discontinue use of the name “SPEC” and/or any similar name.
Sample 1

Related to Change of Name; Use of Name

  • Change of Name, Etc Immediately after the Closing, Purchaser will (a) change the name and logo on all documents, Branches and other facilities relating to the Assets and the Assumed Liabilities to Purchaser’s name and logo, (b) notify all persons whose Loans, Deposits or Safe Deposit Agreements are transferred under this Agreement of the consummation of the transactions contemplated by this Agreement, and (c) provide all appropriate notices to the OCC and any other Regulatory Authorities required as a result of the consummation of such transactions. Seller shall cooperate with any commercially reasonable request of Purchaser directed to accomplish the removal of Seller’s signage (or the removal of signage of an Affiliate of Seller, if applicable) by Purchaser and the installation of Purchaser’s signage by Purchaser; provided, however, that (i) all such removals and all such installations shall be at the expense of Purchaser, (ii) such removals and installations shall be performed in an environmentally friendly manner (including the recycling of such materials) and in such a manner that does not unreasonably interfere with the normal business activities and operations of the Branches and Purchaser shall repair any damage to the area altered to its pre-existing condition, (iii) such installed signage shall comply with the applicable Branch Lease and all applicable zoning and permitting laws and regulations, (iv) such installed signage shall have, if necessary, received the prior approval of the owner or landlord of the facility, and such installed signage shall be covered in such a way as to make Purchaser signage unreadable at all times prior to the Closing, but such cover shall display the name and/or logo of Seller (or of its Affiliates) in a manner reasonably acceptable to Seller and (v) if this Agreement is terminated prior to the Closing, Purchaser shall immediately and at its sole expense restore such signage and any other area altered in connection therewith to its pre-existing condition. During the fourteen (14) calendar day period following the Closing, Purchaser shall afford to Seller and its authorized agents and representatives reasonable access during normal business hours to the Branches to allow Seller the opportunity to confirm Purchaser’s compliance with the terms of this Section 7.9.

  • Change of Name The Company may by resolution of the directors authorize an alteration to its Notice of Articles in order to change its name or adopt or change any translation of that name.

  • No Use of Name Supplier shall not use, or permit the use of, the name, trade name, service marks, trademarks, or logo of EY or of any EY Network Member in any form of publicity, press release, advertisement, or otherwise without EY’s prior written consent.

  • Use of Name (a) The Sub-Adviser hereby consents to the use of its name and the names of its affiliates in the Fund’s disclosure documents, shareholder communications, advertising, sales literature and similar communications. The Sub-Adviser shall not use the name or any tradename, trademark, trade device, service xxxx, symbol or any abbreviation, contraction or simulation thereof of the Adviser, the Trust, the Fund or any of their affiliates in its marketing materials unless it first receives prior written approval of the Trust and the Adviser. (b) It is understood that the name of each party to this Agreement, and any derivatives thereof or logos associated with that name, is the valuable property of the party in question and its affiliates, and that each other party has the right to use such names pursuant to the relationship created by, and in accordance with the terms of, this Agreement only so long as this Agreement shall continue in effect. Upon termination of this Agreement, the parties shall forthwith cease to use the names of the other parties (or any derivative or logo) as appropriate and to the extent that continued use is not required by applicable laws, rules and regulations.

  • Publicity/Use of Names Neither Party shall use the name, trademark, trade name or logo of the other Party, its Affiliates or their respective employee(s) in any publicity, promotion, news release or disclosure relating to this Agreement or its subject matter, without the prior express written permission of the other Party, except for those disclosures expressly authorized under this Article 4. Following execution of this Agreement, either Party may issue a press release announcing the existence of this Agreement in form and substance agreed to in writing by both Parties, such agreement to not be unreasonably withheld or delayed. Each Party agrees not to issue any other press release or other public statement disclosing other information relating to this Agreement or the transactions contemplated hereby without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed; provided that Arvinas agrees that it shall be deemed reasonable for Pfizer to withhold its consent for the disclosure of any information related to a Target or a specific Compound or the amount of any payment made or to be made under this Agreement; and provided further that any disclosure which is required by Law or the rules of a securities exchange, as reasonably advised by the disclosing Party’s counsel, may be made subject to the following. Each Party agrees to provide to the other Party a copy of any public announcement regarding this Agreement or the subject matter thereof as soon as reasonably practicable under the circumstances prior to its scheduled release. Except under extraordinary circumstances or to the extent any such advance notice or notice period is not consistent with applicable Law, each Party shall provide the other with an advance copy of any such announcement at least [**] prior to its scheduled release. Each Party shall have the right to expeditiously review and recommend changes to any such announcement and, except as otherwise required by Law, the Party whose announcement has been reviewed shall remove any information the reviewing Party reasonably deems to be inappropriate for disclosure. The contents of any announcement or similar publicity which has been reviewed and approved by the reviewing Party can be re-released by either Party without a requirement for re-approval. In addition, except to the extent required by Laws in connection with patent enforcement activities conducted in accordance with Article 7, Pfizer shall not use the name “Yale” or “Yale University,” nor any variation or adaptation thereof, nor any trademark, trade name or other designation owned by Yale University, nor the names of any of its trustees, officers, faculty, students, employees or agents, for any purpose without the prior written consent of Yale University in each instance, such consent to be granted or withheld by Yale University in its sole discretion, except that Pfizer may state that it has sublicensed from Yale University one or more of the patents or applications comprising the Yale Licensed Patents.

  • NON-USE OF NAMES Neither Party shall use the name of the other Party, nor any adaptation thereof, in any advertising, promotional or sales literature without prior written consent obtained from such other Party in each case (which consent shall not be unreasonably withheld or delayed).

  • Use of Names The Manager and the Fund agree that the Manager has a proprietary interest in the names “DFA” and “Dimensional,” and that the Fund and/or Portfolio may use such names only as permitted by the Manager, and the Fund further agrees to cease use of such names promptly after receipt of a written request to do so from the Manager.

  • Change of Name or Location Merchant will not conduct Merchant’s businesses under any name other than as disclosed to the Processor and FUNDER, nor shall Merchant change any of its places of business without prior written consent by FUNDER.

  • USE OF NASA NAME AND NASA EMBLEMS A. NASA Name and Initials Partner shall not use "National Aeronautics and Space Administration" or "NASA" in a way that creates the impression that a product or service has the authorization, support, sponsorship, or endorsement of NASA, which does not, in fact, exist. Except for releases under the "Release of General Information to the Public and Media" Article, Partner must submit any proposed public use of the NASA name or initials (including press releases and all promotional and advertising use) to the NASA Associate Administrator for the Office of Communications or designee ("NASA Communications") for review and approval. Approval by NASA Office of Communications shall be based on applicable law and policy governing the use of the NASA name and initials. B. NASA Emblems Use of NASA emblems (i.e., NASA Seal, NASA Insignia, NASA logotype, NASA Program Identifiers, and the NASA Flag) is governed by 14 C.F.R. Part 1221. Partner must submit any proposed use of the emblems to NASA Communications for review and approval.

  • Use of Names; Publicity The Trust shall not use the Distributor’s name in any offering material, shareholder report, advertisement or other material relating to the Trust, other than for the purpose of merely identifying and describing the functions of the Distributor hereunder, in a manner not approved by the Distributor in writing prior to such use, such approval not to be unreasonably withheld. The Distributor hereby consents to all uses of its name required by the SEC, any state securities commission, or any federal or state regulatory authority. The Distributor shall not use the name “Tidal ETF Trust” in any offering material, shareholder report, advertisement or other material relating to the Distributor, other than for the purpose of merely identifying the Trust as a client of Distributor hereunder, in a manner not approved by the Trust in writing prior to such use; provided, however, that the Trust shall consent to all uses of its name required by the SEC, any state securities commission, or any federal or state regulatory authority; and provided, further, that in no case shall such approval be unreasonably withheld. The Distributor will not issue any press releases or make any public announcements regarding the existence of this Agreement without the express written consent of the Trust. Neither the Trust nor the Distributor will disclose any of the economic terms of this Agreement, except as may be required by law.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!