License of Trademark. Schering-Plough shall grant to AVEO an exclusive, worldwide license to any trademark used solely in connection with the applicable Licensed Products as of the effective date of termination; provided that (i) Schering-Plough shall not be obliged to license any trademarks, trade names or trade dress that include the word “Schering” or the name of any other Schering-Plough Affiliate, or any other words or marks used in connection with other drug products sold by Schering-Plough or its Affiliates; (ii) any good faith failure by Schering-Plough to provide immaterial data, information, reports, records, correspondence or other materials to AVEO shall not be a breach of Schering-Plough’s obligations under this Section 12.6(e); and (iii) in no event shall Schering-Plough be required to retain any obligations or liabilities under agreements assigned to AVEO pursuant to this Section 12.6(e) except for those arising prior to the date of assignment of such agreements and those from which the applicable Third Party will not release Schering-Plough.
License of Trademark. During the period between the Effective Date and the execution of the Assignment (“Interim Period”), Strakan grants Aptalis a royalty free, exclusive right and license (even as to Strakan) to use the Trademark in connection with the Product. Any such use of the Trademark by Aptalis during the Interim Period and pursuant to this license shall be of a quality at least equal to and substantially consistent with Strakan’s use of the Trademark prior to the Effective Date. Aptalis agrees that it will not, during the Interim Period, engage in any commercial act or other practice that could reasonably be anticipated to disparage, injure or impair the value of the reputation and goodwill associated with Strakan or the Trademark. Upon reasonable request and reasonable prior notice during the Interim Period, Strakan may inspect during regular business hours all facilities operated by Aptalis Licensee solely to verify proper use of the Trademark.
License of Trademark. Purchaser hereby grants to Andrx (at Purchaser’s sole discretion) a revocable, non-exclusive, royalty free and non-transferable license, with the right to sublicense solely to Affiliates of Andrx, to use the Trademarks in the Territory for the limited purpose of Andrx performing the obligations of Andrx under this Agreement. Upon expiration or termination of this Agreement for any reason, the above license to use the Trademarks shall immediately terminate without any action by Purchaser. All goodwill associated with the use of the Trademarks under this Agreement shall inure to the benefit of Purchaser.
License of Trademark. RMI hereby grants SGI the exclusive right to use, during the term of this Sublicense Agreement, any servicemark or trademark containing the name "SmartGate" which RMI has or will register during the term of this Sublicense Agreement provided; however, that this license shall not restrict or impede the right of RMI to use the name "Smart" in combination with any other words in connection with products other than the Extended Sublicensed Applications.
License of Trademark. Subject to the terms and conditions contained in this Agreement, AHP, as of the Effective Date, hereby grants to Horizon an exclusive license (exclusive, even as to AHP), to use the Trademark only in connection with the manufacture, sale and promotion of the Products in the Territory. Horizon accepts all the obligations set forth in this Agreement and agrees to use the Trademark in the Territory, only for so long as the license granted under this Section 2.1.2 remains in effect.
License of Trademark. MDIS grants to GAI a non-exclusive license to use MDIS's "Reality" trademark in the Territory only in the use, marketing, distribution and sale of the Software under this Agreement, GAI shall place a notice with the trademark in every instance of use by GAI, in a location and of a form acceptable to MDIS, stating the Reality trademark is owned by MDIS, or such other notice as MDIS requires. GAI's use of the trademark shall be subject to MDIS' then prevailing trademark policies and procedures as advised by MDIS to GAI from time to time, and GAI shall be given a reasonable period of time to comply with such changed policies and procedures.
License of Trademark. NewCo shall license to Stereophile without further cost the perpetual right to use the trademark SCHWANN on and in connection with the printed magazine versions of the COMPACT DISC REVIEW DIGEST and BEST RATED CDS. The license shall not extend to and Stereophile shall not be entitled to use the xxxx in connection with the CONTRIBUTION AND SHAREHOLDERS AGREEMENT VALLEY RECORD DISTRIBUTORS, INC. -- STEREOPHILE, INC. promotion of computer on-line publications. If Stereophile shall sell all or a controlling interest in either of the CDRD Publications or the right to publish either of the CDRD Publications (other than in connection with a sale of all or substantially all of Stereophile's stock or assets), this license to use the SCHWANN trademark with respect to the publication that was sold shall terminate.
License of Trademark. Licensor also grants Licensee a limited exclusive right to use, and Licensee undertakes to use, pursuant to the terms of this Agreement, the trademark "Alpha Truck Engines" in the manufacture and sale of its heavy-duty truck engines in the Field of Use. Licensee recognizes the prior right and title of Alpha Engines in the corporate name, Alpha Engines Corporation and in the trademark Alpha Engines.. Licensee will not use Alpha Truck Engines in its corporate name or assert that use by Alpha Engines or by its licensees of the trademark Alpha Engines is confusingly similar to the corporate name and trademark of Licensee. When using the trademark in advertising or on engines, or in any other manner, Licensee will include the symbol ® to show the federal registration of the trademark. Licensee's right to use the trademark is non-divisible and shall not be assignable without the prior written consent of Alpha Engines, which it may withhold in its sole and absolute discretion. Any such assignment or transfer without such consent shall be void and of no effect.
License of Trademark. (i) Subject to the terms and conditions of this Agreement, FemmePharma hereby grants to KV the perpetual fully-paid exclusive right and license to use and sublicense the Trademark and goodwill associated therewith in connection with the manufacture, use or sale of any KV Product in the Territory. Subject to the limited right of use granted in this Section, all title to and ownership of the Trademark shall remain with FemmePharma.
(ii) Notwithstanding the provisions of Section (i) above or any other provision of this Agreement, KV shall have no obligation to use or display the Trademark in connection with the manufacture, use, offer for sale, import or sale of any KV Product and FemmePharma shall have no interest or rights in any trademarks or other marks used by KV in connection with the sale of any KV Product.
(iii) Any use or display of the Trademark by KV shall be in or consistent with the form, if any, provided by FemmePharma, and KV shall fully comply with all reasonable guidelines, if any, communicated by FemmePharma concerning the use of the Trademark.
(iv) KV shall not utilize the Trademark in any manner that could reasonably be expected to have a material adverse effect upon the goodwill of FemmePharma associated with the Trademark.
License of Trademark. 10.1 RSIS hereby grants to RSIM a non-exclusive, non-transferable right and license to utilize all trademarks and trade names related to the Product for the purpose of marketing and sale of the Product. The license rights granted hereunder may be transferred by RSIM only with the prior written consent of RSIS. RSIM agrees to use any such trade names and trademarks in all of its advertising consistent with and upholding the quality and image of RSIS. Such license shall terminate upon termination of this Agreement.
