Common use of Inventory Upon Termination Clause in Contracts

Inventory Upon Termination. Upon the expiration or termination of the License and the License Period for any reason whatsoever, the Licensee shall deliver to CKI within 15 business days a complete and accurate schedule of Inventory of Licensed Products (i.e., inventory constituting finished Licensed Products on hand at termination, work-in-process, a/k/a ‘‘W-I-P,’’ to be completed and received in warehouse within 3 months only) as of the close of business on the date of) such expiration or termination (the ‘‘Inventory Schedule’’). CKI thereupon shall have the option, exercisable by written notice to the Licensee within 15 days after its receipt of the Inventory Schedule, to purchase (or to have its designee purchase) any or all of the Inventory (other than Inventory required to consummate sales of Licensed Products which were firm on the date of such expiration or termination) for an amount *** In the event such notice is sent by CKI, CKI (or its designee) may collect the Inventory referred to therein within 90 days after CKI’s notice. CKI (or its designee) will pay for the Inventory upon collection. In the event such notice is not sent, the Licensee may dispose of the Licensed Products during any Disposal Period pursuant to § 8.5; provided, however, that such disposition shall continue to be subject to the Licensee’s obligations hereunder, including, without limitation, with respect to the payment of fees and the approval of customers and advertising. At the end of the Disposal Period, or if none, upon such termination, any Licensed Products remaining in the Licensee’s possession or control, including, without limitation, in any stores of the Licensee, shall, at the request of CKI, be destroyed. To the extent the Licensee completely removes the Licensed Mark xxxm the Licensed Products, and all Labels attached to such Licensed Products, and such Licensed Products are not recognizable as a Licensed Product and cannot be distinguished from similar generic products generally available in the marketplace, such Products shall no longer be Licensed Products. CKI shall have the right at any time, and at its expense, to conduct a physical inventory of the Licensed Products then in the Licensee’s possession or control.

Appears in 2 contracts

Samples: License Agreement (Warnaco Group Inc /De/), License Agreement (Warnaco Group Inc /De/)

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Inventory Upon Termination. Upon the expiration or termination of the License and the License Period for any reason whatsoever, the Licensee shall deliver to CKI within 15 business days a complete and accurate schedule of Inventory of Licensed Products (i.e., inventory constituting finished Licensed Products on hand at termination, work-in-process, a/k/a ‘‘"W-I-P,’’ " to be completed and received in warehouse within 3 months only) as of the close of business on the date of) such expiration or termination (the ‘‘"Inventory Schedule’’"). CKI thereupon shall have the option, exercisable by written notice to the Licensee within 15 days after its receipt of the Inventory Schedule, to purchase (or to have its designee purchase) any or all of the Inventory (other than Inventory required to consummate sales of Licensed Products which were firm on the date of such expiration or termination) for an amount *** In the event such notice is sent by CKI, CKI (or its designee) may collect the Inventory referred to therein within 90 days after CKI’s 's notice. CKI (or its designee) will pay for the Inventory upon collection. In the event such notice is not sent, the Licensee may dispose of the Licensed Products during any Disposal Period pursuant to § 8.5; provided, however, that such disposition shall continue to be subject to the Licensee’s 's obligations hereunder, including, without limitation, with respect to the payment of fees and the approval of customers and advertising. At the end of the Disposal Period, or if none, upon such termination, any Licensed Products remaining in the Licensee’s 's possession or control, including, without limitation, in any stores of the Licensee, shall, at the request of CKI, be destroyed. To the extent the Licensee completely removes the Licensed Mark xxxm the Licensed Products, and all Labels attached to such Licensed Products, and such Licensed Products are not recognizable as a Licensed Product and cannot be distinguished from similar generic products generally available in the marketplace, such Products shall no longer be Licensed Products. CKI shall have the right at any time, and at its expense, to conduct a physical inventory of the Licensed Products then in the Licensee’s 's possession or control.

Appears in 1 contract

Samples: License Agreement (Warnaco Group Inc /De/)

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Inventory Upon Termination. Upon the expiration or termination of the License and the License Period for any reason whatsoever, the Licensee shall immediately deliver to CKI within 15 business days a complete and accurate schedule of Inventory inventory of Licensed Products (i.e., inventory constituting finished Licensed Products on hand at termination, termination only (no work-in-process, a/k/a ‘‘W-I-P,’’ to be completed and received in warehouse within 3 months only” piece goods or other materials)) as of the close of business on the date of) of such expiration or termination (the ‘‘Inventory Schedule’’). CKI thereupon shall have the option, exercisable by written notice to the Licensee within 15 days [***] after its receipt of the Inventory Schedule, to purchase (or to have its designee purchase) any or all of the Inventory inventory (other than Inventory inventory required to consummate sales of Licensed Products which were firm on the date of such expiration or termination) for an amount equal to [*** *]. Percentage Royalties shall not be payable with respect to the purchase of the inventory by CKI. In the event such notice is sent by CKI, CKI (or its designee) may collect the Inventory inventory referred to therein within 90 days 9[***] after CKI’s notice. CKI (or its designee) will pay for the Inventory inventory upon collection. In the event such notice is not sent, the Licensee may dispose of the Licensed Products during any Disposal Period pursuant to § 8.5; provided, however, that such disposition shall continue to be subject to the Licensee’s obligations hereunder, including, without limitation, with respect to the payment of fees royalties and the approval of customers and advertising. At the end of the Disposal Period, or if none, upon such termination, any Licensed Products remaining in the Licensee’s possession or control, including, without limitation, in any stores of the Licensee, shallshall be destroyed; and any and all design Data, specifications, CAD’s or other Design Materials, to include any and all piece goods and components bearing the Licensed Mxxx or other “CK” or derivative indicia including packaging materials and/or components of Licensed Products, shall be delivered to CKI free of charge, or at the request of CKI, shall be destroyed. Notwithstanding the foregoing, Licensee will continue to comply with the terms of the product warranty supplied with Licensed Products and will maintain operations and a supply of components to repair, replace or otherwise comply with terms of such warranties, for a two (2) year period (or such longer period consistent with the procedures of Licensee) following the last date of the Disposal Period referred to herein. To the extent the Licensee completely removes the Licensed Mark xxxm the Mxxx from such Licensed Products, and all Labels attached to such Licensed Products, and other Design Materials, and such Licensed Products are not recognizable as a Licensed Product and cannot be distinguished from similar generic products generally available in the marketplace, such Products shall no longer be Licensed Products. CKI shall have the right at any timetime after termination of this Agreement, and at its expense, to conduct a single physical inventory of the Licensed Products then in the Licensee’s possession or control.

Appears in 1 contract

Samples: License Agreement (Movado Group Inc)

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