Common use of No Use of Certain Names Clause in Contracts

No Use of Certain Names. Buyer shall cause the Company and the Company Subsidiaries promptly, and in any event within ninety (90) days after Closing, to revise product and service literature and labeling to delete all references to the Names and to change signing and stationery and otherwise discontinue use of the Names; provided, however, the Company and the Company Subsidiaries shall not be required to revise any Names incorporated into any products for a period of ninety (90) days after the Closing; provided, further, that the Company and the Company Subsidiaries may continue to sell products that uses any Names (“Named Products”) to the extent that (x) such Named Product exists on the Closing Date or are produced within the ninety (90) day period following the Closing or (y) for products which require re-certification by a customer, until such time (but not beyond one (1) year) as Buyer shall have received (after requesting) an acceptance from such customer for the change of the Name on the product, provided that Buyer shall sell all such Named Products prior to the distribution of any similar product of Buyer that does not use the Names. In no event shall Buyer or the Company or any of the Company Subsidiaries use any Names after the Closing in any manner or for any purpose different from the use of such Names by the Company and the Company Subsidiaries during the thirty (30)-day period preceding the Closing. “Names” means “Microsemi”, any variations and derivatives thereof and any other logos or trademarks of Seller or its Affiliates not included in Section 4.11 of the Seller Disclosure Schedule.

No Use of Certain Names. (a) Buyer shall cause the Company and the Company Subsidiaries promptly, and in any event (x) within ninety (90) 90 days after Closing, in the case of BMS Names, and by March 20, 2002, in the case of DuPont Names, to revise product and service literature and labeling to delete all references to the Names and (y) within 90 days after Closing, in the case of BMS Names, and by March 20, 2002, in the case of DuPont Names, to change signing and stationery and otherwise discontinue use of the Names; provided, however, the Company and the Company Subsidiaries shall not be required to revise any Names incorporated into any products for a period of ninety (90) days after the Closing; provided, further, that the Company and the Company Subsidiaries may continue to sell products that uses any Names (“Named Products”) to the extent that (x) such Named Product exists on the Closing Date or are produced within the ninety (90) day period following the Closing or (y) for products which require re-certification by a customer, until such time (but not beyond one (1) year) as Buyer shall have received (after requesting) an acceptance from such customer for the change of the Name on the product, provided that Buyer shall sell all such Named Products prior to the distribution of any similar product of Buyer that does not use the Names. In no event shall Buyer or the Company or any of the Company Subsidiaries use any Names after the Closing in any manner or for any purpose different from the use of such Names by the Company and the Company Subsidiaries during the thirty (30)-day 90-day period preceding the Closing. Any use of the Names by Buyer pursuant to this Section 7.04 shall be in reasonable conformity with the practices of Seller with respect to such Names as of the Closing Date and shall be in a manner that is not intended to or is not reasonably likely to harm or disparage Seller or DuPont or any of their respective Affiliates or the quality, reputation or goodwill of the Names. Buyer acknowledges that because its right to use the BMS Names is pursuant to a non-exclusive license from Seller, any and all goodwill developed by virtue of such use shall inure to the sole benefit of Seller. “BMS Names” means “MicrosemiBxxxxxx-Xxxxx Squibb”, “Bxxxxxx-Xxxxx Squibb Company”, any variations variations, abbreviations and derivatives thereof and any other logos or trademarks of Seller (including Internet domain names) related thereto or its Affiliates containing or comprising the foregoing, including any name or mxxx confusingly similar thereto or dilutive thereof not included in Section 4.11 Sections 4.11(2)(other than any Names listed in the column entitled “Owner” listed in Annex C thereto), 4.11(3), 4.11(4) and 4.11(6) of the Seller Disclosure Schedule. “DuPont Names” means “DuPont”, any variations, abbreviations and derivatives thereof and any other logos or trademarks (including Internet domain names) related thereto or containing or comprising the foregoing, including any name or mxxx confusingly similar thereto or dilutive thereof. The BMS Names together with the DuPont Names are collectively referred to as the “Names”.

No Use of Certain Names. Buyer Purchaser shall, and shall cause the Company and the Company Subsidiaries Businesses, promptly, and in any event (a) within ninety (90) 180 days after the Closing, to revise print advertising, product labeling and service literature and labeling all other information or other materials, including any internet or other electronic communications vehicles, to delete all references to the Names and (b) within 90 days after the Closing, to change signing signage and stationery and otherwise discontinue use of the Names; provided, however, the Company and the Company Subsidiaries shall not be required to revise any Names incorporated into any products that for a period of ninety (90) 180 days after the Closing; provided, further, that the Company Closing Date (which period shall be reasonably extended as mutually agreed by Seller and the Company Subsidiaries Purchaser) Purchaser may continue to sell products distribute product literature relating to the Businesses that uses any Names and distribute products with labeling (“Named Products”including the applicable UPC codes contained therein) that uses any Names to the extent that such product literature and labeling exists (xincluding the applicable UPC codes contained therein) such Named Product exists on the Closing Date or are produced within the ninety (90) day period following the Closing or (y) for products which require re-certification by a customer, until such time (but not beyond one (1) year) as Buyer shall have received (after requesting) an acceptance from such customer for the change of the Name on the product, provided that Buyer shall sell all such Named Products prior to the distribution of any similar product of Buyer that does not use the NamesDate. In no event shall Buyer Purchaser or the Company or any of the Company Subsidiaries Businesses use any Names after the Closing in any manner or for any purpose different from the use of such Names by the Company Seller and the Company Subsidiaries Seller Affiliates during the thirty (30)-day 90-day period preceding the Closing. “With respect to the Transferred Inventory, Purchaser may continue to sell such Transferred Inventory, notwithstanding that it bears one or more of the Names” , for a reasonable time after the Closing (not to exceed 180 days; provided, however, that such period shall be reasonably extended as mutually agreed by Seller and Purchaser if (x) so requested by the Purchaser in writing and (y) there remains Transferred Inventory bearing one or more of the Names (it being understood that Purchaser shall use its commercially reasonable best efforts to sell such Transferred Inventory bearing one or more of the Names before selling any related Inventory that does not bear such Name or Names)). Promptly after the Closing, Purchaser shall, and shall cause the Businesses to, file applications to amend or terminate any certificate of assumed name or d/b/a filings so as to eliminate the right of Purchaser and the Businesses to use the Names. "Names" means “Microsemi”"Unilever", "Bestfoods", "Unilever Bestfoods", "Unilever Home & Personal Care", "Faberge", "Xxxxxx Xxxxxx", "Xxxxxxxxxxx-Xxxx'x", "Lever Brothers" and "Lever Ponds" and any variations and derivatives thereof and any other logos or trademarks of Seller or its Affiliates affiliates not included in Section 4.11 of the Seller Disclosure ScheduleSchedule 1.02(a)(iv) or (v).

No Use of Certain Names. Buyer shall cause the Company and the Company Subsidiaries promptly, and in any event (a) within ninety (90) 45 days after Closing, to revise product and service literature and labeling to delete all references to the Names and (b) within 45 days after Closing, to change signing and stationery and otherwise discontinue use of the Names; provided, however, that for a period of 45 days from the Closing Date (or, in the event that despite the Company and the Company Subsidiaries shall using reasonable best efforts to discontinue use of the names, a longer period is needed by the Company and the Company Subsidiaries but not be required to revise exceed in any Names incorporated into any products for a period event 65 days after the Closing or, in the event of ninety (90) marketing materials, 95 days after the Closing; provided, further, provided that the Company and the Company Subsidiaries continue to use their reasonable best efforts to discontinue use of the Names) the Company and the Company Subsidiaries may continue to sell products distribute product and service literature that uses any Names (“Named Products”) and distribute products and services with labeling that uses any Names to the extent that (x) such Named Product product and service literature and labeling exists on the Closing Date or are produced within the ninety (90) day period following the Closing or (y) for products which require re-certification by a customer, until such time (but not beyond one (1) year) as Buyer shall have received (after requesting) an acceptance from such customer for the change of the Name on the product, provided that Buyer shall sell all such Named Products prior to the distribution of any similar product of Buyer that does not use the NamesDate. In no event shall Buyer or the Company or any of the Company Subsidiaries use any Names after the Closing in any manner or for any purpose different from the use of such Names by the Company and the Company Subsidiaries during the thirty (30)-day 45-day period preceding the Closing. “Names” means “Microsemi”, Regis” any variations and derivatives thereof and any other logos or trademarks of Seller or its Affiliates not included in Section 4.11 of the Seller Disclosure Schedule.