KCD Change in Control Clause Samples

KCD Change in Control. If (i) a KCD Change in Control occurs during the Renewal Period, (ii) Seller does not exercise its rights in Section 2(c)(ii) of the Agreement, and (iii) after the effective date of the KCD Change in Control the bona fide royalty rate paid by the Sears Full-Line stores to the acquiror of all of the KCD Marks in the KCD Change in Control (including all entities resulting from the KCD Change in Control and all successors, the “KCD Acquiror”) for an Equivalent Product Category is greater the Royalty Rate then in effect for the equivalent KCD-Branded Product Category (a “FRP Greater Rate”), then on the first anniversary of the effective date of the KCD Change in Control the FRP Greater Rate will become the Royalty Rate during that portion of the remaining Term that the Sears Full-Line stores are obligated to pay to the KCD Acquiror the FRP Greater Rate for the Equivalent Product Category, subject to adjustment in accordance with paragraph 2 of this Appendix 5(a) with respect to the Renewal Period. If and when the FRP Greater Rate ceases to be payable by the Sears Full-Line stores the Royalty Rate will revert, for the remainder of the Renewal Period, to the Royalty Rate in effect immediately prior to the KCD Change in Control.