Common use of Consequences of Expiration or Termination of This Agreement Clause in Contracts

Consequences of Expiration or Termination of This Agreement. 12.1 Upon and after the expiration or termination of this Agreement for whatever reason, all rights granted to Licensee hereunder to use the Licensed Rights shall cease immediately. 12.2 Upon and after the expiration or termination of this Agreement, all rights granted to Licensee hereunder shall forthwith revert to Licensor. 12.3 Upon and after the expiration or termination of this Agreement, Licensee will refrain from any further use of the Licensed Rights or of anything deemed by Licensor to be confusingly similar to, the Anusol Trademark or the Other Trademarks. 12.4 In the event of expiration or termination of this Agreement, Licensor shall have the prior right and option to purchase any or all of the Products bearing the Anusol Trademark or the Other Trademarks, and Packaging Materials, Business Materials and Advertising Materials used in connection therewith (the "Assets") at Licensee's cost as carried on its books of account. Upon such termination or expiration, the parties hereto shall jointly and immediately cause physical inventories to be taken of: (1) Products bearing the Anusol Trademark or the Other Trademarks on hand; (2) All Packaging Materials bearing the Anusol Trademark or the Other Trademarks; and (3) All Business Materials and Advertising Materials used on or in connection with said merchandise; which physical inventories shall be reduced to writing in a form acceptable to Licensor and copies thereof shall be signed by each party. If Licensor exercises its option to purchase the Assets, Licensor shall pay for such Assets no later than thirty (30) days after receipt of such Assets accompanied by an appropriate invoice. 12.5 Licensee recognizes that any sale of the Products, upon termination or expiration of this Agreement, through other than primary channels of distribution would cause irreparable damage to the prestige of Licensor, to the Anusol Trademark and the Other Trademarks, and the related goodwill. Accordingly, Licensee covenants and agrees that the Products sold by Licensee, upon termination or expiration as provided below, will be offered for sale or sold only in accordance with the following terms and conditions: In the event Licensor does not exercise the option stated in paragraph 12.4, upon the termination or expiration of this Agreement, Licensee shall have six (6) months to sell off any merchandise bearing the Anusol Trademark or the Other Trademarks. Thereafter, Licensee will not sell or offer for sale any merchandise bearing the Anusol Trademark or Other Trademarks, or any trademarks similar thereto. Licensee agrees to remove all tags and labels bearing the Anusol Trademark or the Other Trademarks from such merchandise and to destroy all remaining Packaging Materials or, if Licensor so requests, to deliver said Packaging Materials, Business Materials and Advertising Materials to Licensor at Licensor's expense at the end of such six (6) month period.

Appears in 1 contract

Samples: License Agreement (King Pharmaceuticals Inc)

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Consequences of Expiration or Termination of This Agreement. 12.1 10.1 Upon and after the expiration or termination of this License Agreement and the licenses herein granted as to any or all of the and Licensed Services for whatever reason, all rights granted to Licensee hereunder to use the Trademarks for such Licensed Rights Services shall cease immediately. 12.2 10.2 From and after the termination of this License Agreement and the licenses herein granted as to any or all of the Licensed Services, Licensee agrees not to make references to the Trademarks in its Advertising Materials or its Business Materials or make reference to having been formerly associated with or licensed by Licensor, as to such services. Licensee agrees that it shall return to Licensor all Advertising Materials and Business Materials previously provided by Licensor and shall destroy all Advertising Materials and Business Materials bearing the Trademarks, which were created by Licensee for use in connection with the Licensed Services and Facilities pursuant to this License Agreement. 10.3 Upon and after the expiration or termination of this AgreementLicense Agreement and the licenses herein granted as to any or all of the Licensed Services, all rights as to such Licensed Services and use of the Trademarks granted to Licensee hereunder shall forthwith revert to LicensorLicensor without the need for any other formal or ratifying act. 12.3 10.4 Upon and after the expiration or termination of this AgreementLicense Agreement and the licenses herein granted as to any or all of the Licensed Services, Licensee will refrain from any further use of the Licensed Rights Trademarks or any further reference to them, direct or indirect, or of anything deemed by Licensor to be confusingly a simulation of the Trademarks or deceptively similar to, the Anusol Trademark or the Other Trademarksthereto. 12.4 In 10.5 Licensee recognizes that the event unauthorized dissemination of expiration any materials bearing or incorporating the Trademarks upon termination of this License Agreement, Licensor shall have the prior right and option to purchase any or all of the Products bearing the Anusol Trademark or the Other Trademarks, and Packaging Materials, Business Materials and Advertising Materials used in connection therewith (the "Assets") at Licensee's cost as carried on its books of account. Upon such termination or expiration, the parties hereto shall jointly and immediately cause physical inventories to be taken of: (1) Products bearing the Anusol Trademark or the Other Trademarks on hand; (2) All Packaging Materials bearing the Anusol Trademark or the Other Trademarks; and (3) All Business Materials and Advertising Materials used on or in connection with said merchandise; which physical inventories shall be reduced to writing in a form acceptable to Licensor and copies thereof shall be signed by each party. If Licensor exercises its option to purchase the Assets, Licensor shall pay for such Assets no later than thirty (30) days after receipt of such Assets accompanied by an appropriate invoice. 12.5 Licensee recognizes that any sale of the Products, upon termination or expiration of this Agreement, through other than primary channels of distribution would cause irreparable damage to the prestige of Licensor, to the Anusol Trademark Trademarks and to the Other Trademarks, and the related goodwillgoodwill pertaining thereto. Accordingly, Licensee covenants and agrees that it shall comply with all direction and instruction of Licensor concerning the Products sold by Licensee, upon termination or expiration as provided below, will be offered for sale or sold only in accordance with use of the following terms and conditions: In the event Licensor does not exercise the option stated in paragraph 12.4, upon the termination or expiration of this Agreement, Licensee shall have six (6) months to sell off any merchandise bearing the Anusol Trademark or the Other Trademarks. Thereafter, Licensee will not sell or offer for sale any merchandise bearing the Anusol Trademark or Other Trademarks, or any trademarks similar thereto. Licensee agrees to remove all tags and labels bearing the Anusol Trademark or the Other Trademarks from such merchandise and to destroy all remaining Packaging Materials or, if Licensor so requests, to deliver said Packaging Materials, Business Materials and Advertising Materials to Licensor at Licensor's expense at the end of such six (6) month period.

Appears in 1 contract

Samples: Trademark License Agreement (La Quinta Properties Inc)

Consequences of Expiration or Termination of This Agreement. 12.1 10.1 Upon and after the expiration or termination of this Agreement and the licenses herein granted as to any or all of the and Licensed Services for whatever reason, all rights granted to Licensee hereunder to use the Trademarks for such Licensed Rights Services shall cease immediately. 12.2 10.2 From and after the expiration or termination of this Agreement and the licenses herein granted as to any or all of the Licensed Services, Licensee agrees not to make references to the Trademarks in its Advertising Materials or its Business Materials or make reference to having been formerly associated with or licensed by Licensor, as to such services. Licensee agrees that it shall return to Licensor all Advertising Materials and Business Materials previously provided by Licensor and shall destroy all Advertising Materials and Business Materials bearing the Trademarks, which were created by Licensee for use in connection with the Licensed Services and Licensed Services Locations pursuant to this Agreement. 10.3 Upon and after the expiration or termination of this AgreementAgreement and the licenses herein granted as to any or all of the Licensed Services, all rights as to such Licensed Services and use of the Trademarks granted to Licensee hereunder shall forthwith revert to LicensorLicensor without the need for any other formal or ratifying act. 12.3 10.4 Upon and after the expiration or termination of this AgreementAgreement and the licenses herein granted as to any or all of the Licensed Services, Licensee will refrain from any further use of the Licensed Rights Trademarks or any further reference to them, direct or indirect, or of anything deemed by Licensor to be confusingly a simulation of the Trademarks or deceptively similar to, the Anusol Trademark or the Other Trademarksthereto. 12.4 In the event of expiration or termination of this Agreement, Licensor shall have the prior right and option to purchase any or all of the Products bearing the Anusol Trademark or the Other Trademarks, and Packaging Materials, Business Materials and Advertising Materials used in connection therewith (the "Assets") at Licensee's cost as carried on its books of account. Upon such termination or expiration, the parties hereto shall jointly and immediately cause physical inventories to be taken of: (1) Products bearing the Anusol Trademark or the Other Trademarks on hand; (2) All Packaging Materials bearing the Anusol Trademark or the Other Trademarks; and (3) All Business Materials and Advertising Materials used on or in connection with said merchandise; which physical inventories shall be reduced to writing in a form acceptable to Licensor and copies thereof shall be signed by each party. If Licensor exercises its option to purchase the Assets, Licensor shall pay for such Assets no later than thirty (30) days after receipt of such Assets accompanied by an appropriate invoice. 12.5 10.5 Licensee recognizes that the unauthorized dissemination of any sale of materials bearing or incorporating the Products, Trademarks upon termination or expiration of this Agreement, through other than primary channels of distribution would cause irreparable damage to the prestige of Licensor, to the Anusol Trademark Trademarks and to the Other Trademarks, and the related goodwillgoodwill pertaining thereto. Accordingly, Licensee covenants and agrees that it shall comply with all direction and instruction of Licensor concerning the Products sold by Licensee, upon termination or expiration as provided below, will be offered for sale or sold only in accordance with use of the following terms and conditions: In the event Licensor does not exercise the option stated in paragraph 12.4, upon the termination or expiration of this Agreement, Licensee shall have six (6) months to sell off any merchandise bearing the Anusol Trademark or the Other Trademarks. Thereafter, Licensee will not sell or offer for sale any merchandise bearing the Anusol Trademark or Other Trademarks, or any trademarks similar thereto. Licensee agrees to remove all tags and labels bearing the Anusol Trademark or the Other Trademarks from such merchandise and to destroy all remaining Packaging Materials or, if Licensor so requests, to deliver said Packaging Materials, Business Materials and Advertising Materials to Licensor at Licensor's expense at the end of such six (6) month period.

Appears in 1 contract

Samples: Trademark License Agreement (La Quinta Properties Inc)

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Consequences of Expiration or Termination of This Agreement. 12.1 11.1 Upon and after the expiration or termination of this Agreement and the licenses herein granted as to any or all of the Licensed Services, for whatever reason, all rights granted to Licensee Sublicensee hereunder to use the Licensed Rights Trademarks in any manner in connection therewith shall cease immediately. 12.2 11.2 From and after the expiration or termination of this Agreement and the licenses herein granted as to any or all of the Licensed Services, Licensee agrees not to make references to the Trademarks in its Advertising Materials or its Business Materials or make reference to having been formerly associated with or licensed by Licensor, as to such services. Licensee agrees that it shall return to Licensor all Advertising Materials and Business Materials previously provided by Licensor and shall destroy all Advertising Materials and Business Materials bearing the Trademarks, which were created by Licensee for use in connection with the Licensed Services and Facilities pursuant to this Agreement. 11.3 Upon and after the expiration or termination of this AgreementAgreement and the licenses herein granted as to any or all of the Licensed Services, all rights as to such Licensed Services and use of the Trademarks granted to Licensee Sublicensee hereunder shall forthwith revert to LicensorSublicensor without the need for any other formal or ratifying act. 12.3 11.4 Upon and after the expiration or termination of this AgreementAgreement and the licenses herein granted as to any or all of the Licensed Services, Licensee Sublicensee will refrain from any further use of the Licensed Rights Trademarks or any further reference to them, direct or indirect, or of anything deemed by Licensor Sublicensor to be confusingly a simulation of the Trademarks or deceptively similar to, the Anusol Trademark or the Other Trademarksthereto. 12.4 In the event of expiration or termination of this Agreement, Licensor shall have the prior right and option to purchase any or all of the Products bearing the Anusol Trademark or the Other Trademarks, and Packaging Materials, Business Materials and Advertising Materials used in connection therewith (the "Assets") at Licensee's cost as carried on its books of account. Upon such termination or expiration, the parties hereto shall jointly and immediately cause physical inventories to be taken of: (1) Products bearing the Anusol Trademark or the Other Trademarks on hand; (2) All Packaging Materials bearing the Anusol Trademark or the Other Trademarks; and (3) All Business Materials and Advertising Materials used on or in connection with said merchandise; which physical inventories shall be reduced to writing in a form acceptable to Licensor and copies thereof shall be signed by each party. If Licensor exercises its option to purchase the Assets, Licensor shall pay for such Assets no later than thirty (30) days after receipt of such Assets accompanied by an appropriate invoice. 12.5 Licensee 11.5 Sublicensee recognizes that the unauthorized dissemination of any sale of materials bearing or incorporating the Products, Trademarks upon termination or expiration of this Agreement, through other than primary channels of distribution would cause irreparable damage to the prestige of Licensor, the Trademarks and to the Anusol Trademark and the Other Trademarks, and the related goodwillgood will pertaining thereto. Accordingly, Licensee Sublicensee covenants and agrees that it shall comply with all direction and instruction of Sublicensor concerning the Products sold by Licensee, upon termination or expiration as provided below, will be offered for sale or sold only in accordance with use of the following terms and conditions: In the event Licensor does not exercise the option stated in paragraph 12.4, upon the termination or expiration of this Agreement, Licensee shall have six (6) months to sell off any merchandise bearing the Anusol Trademark or the Other Trademarks. Thereafter, Licensee will not sell or offer for sale any merchandise bearing the Anusol Trademark or Other Trademarks, or any trademarks similar thereto. Licensee agrees to remove all tags and labels bearing the Anusol Trademark or the Other Trademarks from such merchandise and to destroy all remaining Packaging Materials or, if Licensor so requests, to deliver said Packaging Materials, Business Materials and Advertising Materials to Licensor at Licensor's expense at the end of such six (6) month period.

Appears in 1 contract

Samples: Sublicense Agreement (La Quinta Properties Inc)

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