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. Buyer (a) Except as set forth in this Section 7.06, following the Closing, Purchaser shall cause not have any rights by virtue of this Agreement or any of the Company and the Company Subsidiaries transactions or agreements contemplated hereby to any Names. (b) Purchaser shall promptly, and in any event within ninety six (906) days months after the Closing, complete the revision of all product literature relating to revise product and service literature and labeling to delete the Product, including, without limitation, by deleting all references (i) to the Names and (ii) to change signing Seller's or its Affiliates' customer service address or phone number. For a period of six (6) months from the Closing Date, Purchaser may continue to distribute product literature that uses any Names, addresses or phone numbers to the extent that such literature exists on the Closing Date, and stationery Seller hereby grants to Purchaser rights under any copyrights and otherwise discontinue other intellectual property owned by Seller to the extent necessary to allow Purchaser to so use of the Namessuch product literature during such period; provided, however, the Company and the Company Subsidiaries that (i) Purchaser shall not institute appropriate procedures (which procedures may be required tracking of lot number information) to revise any Names incorporated into any products for a period of ninety (90) days after the Closing; provided, further, ensure that the Company Product finished or sold by, or on behalf of Purchaser, can be distinguished from the Product finished or sold by, or on behalf of, Seller prior to the Closing Date and (ii) Purchaser shall be solely responsible for ensuring that the Company Subsidiaries may continue content, use and distribution of such product literature complies and is conducted in accordance with applicable Requirements of Laws. (c) Seller, BMS and Xxxxxxxx hereby grant permission to sell products that uses any Purchaser under the Names (“Named Products”) to the extent that (x) necessary to allow Purchaser and its Affiliates and their designees to market, distribute and sell the Inventory; and none of Seller, BMS or Xxxxxxxx shall revoke 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 permission prior to the distribution completion of any similar product Purchaser's marketing, distribution, and sale of Buyer that does not use the Names. Inventory. (d) In no event shall Buyer or the Company or any of the Company Subsidiaries Purchaser use any Names after the Closing Date in any manner or for any purpose different from the use of such Names by the Company and the Company Subsidiaries Seller during the thirty ninety (30)-day 90)-day period preceding the Closing. “Names” means “Microsemi”, Closing Date. (e) Purchaser shall use all reasonable commercial efforts to obtain its own NDC Numbers for the Product as soon as practicable after the Closing and in 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 Scheduleevent within ninety (90) days thereafter.

No Use of Certain Names. (a) Buyer shall, and shall cause the Company Companies and the Company Subsidiaries their Subsidiaries, promptly, and in any event (a) within ninety three hundred and sixty-five (90365) calendar 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 to change signing their signage and stationery stationary to discontinue use of the Names thereon and otherwise (b) within one hundred and eighty calendar (180) days after the Closing, to change their corporate names and trade names to discontinue use of the Names; provided, however, that after the Company and the Company Subsidiaries shall not be required Closing Date, Buyer may continue to revise distribute Product inventory with labeling that uses any Names incorporated into any products for a period to the extent that such inventory exists as of ninety (90) days after the ClosingClosing Date; 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 customerhowever, 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 not be deemed to have violated this Section 5.6 by reason of the appearance of any Names in or on any tools, dies, equipment and internal business records in existence prior to the distribution of any similar product of Buyer that does not use the NamesClosing. In no event shall Buyer Buyer, the Companies or the Company or any of the Company their Subsidiaries use any Names after the Closing in any manner or for any purpose different from the use of such Names by Sellers, the Company and the Company Companies or their Subsidiaries during the thirty ninety (30)-day 90) day period preceding the Closing. “Names” means “Microsemi”, Bxxxx Xxxxx” and “Gxxxxxx Fxxxxxx” and 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 ScheduleSellers and their affiliates and any names confusingly similar thereto.

No Use of Certain Names. (i) Except as set forth in this Section 8.7(a) or in the Transition Services Agreement, following the Closing, Buyer shall cause not have any rights by virtue of this Agreement or any of the Company and transactions or other agreements contemplated hereby to the Company Subsidiaries promptlyNames, and addresses, or phone numbers of any Seller or any of its Affiliates other than those expressly included in the Transferred Assets. (ii) As soon as reasonably practicable following the Closing (but in any event within no later than ninety (90) days after the Closing), Buyer shall revise all product literature relating to revise product and service literature and labeling to delete the Products, including by deleting all references to the Names and to change signing the Sellers’ and stationery their Affiliates’ customer service address and otherwise discontinue use of phone number. Beginning on the Names; provided, however, the Company Closing and the Company Subsidiaries shall not be required to revise any Names incorporated into any products continuing for a period of ninety (90) days after the Closing; providedthereafter, further, that the Company and the Company Subsidiaries Buyer may continue to sell products distribute product literature that uses any Names (“Named Products”) Names, addresses, or phone numbers of a Seller or any of its Affiliates to the extent that (x) such Named Product product literature 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 immediately prior to the Closing, and each Seller hereby grants to Buyer rights under any copyright or other intellectual property owned by such Seller to the extent necessary to allow Buyer to so use such product literature during such period; provided, that (A) Buyer shall institute appropriate procedures (which procedures may be tracking of lot number information) to ensure that the Products manufactured, finished, marketed, sold, or distributed by or on behalf of Buyer can be distinguished from the Products manufactured, finished, marketed, sold, or distributed by or on behalf of any Seller or any of its Affiliates prior to the Closing Date, and (B) Buyer shall be solely responsible for ensuring that the content, use, and distribution of any similar such product of literature complies and is in accordance with applicable Law. (iii) Each Seller hereby grants permission to Buyer that does not to use the NamesNames to the extent necessary to allow Buyer to market, distribute, and sell the Inventory and any inventory of Products manufactured during the Registration Transition Period (as defined in the Transition Services Agreement), and each Seller hereby agrees that it will not revoke such permission for a period of at least six (6) months following the end of such Registration Transition Period. 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 that differs from the use of such the Names by the Company and the Company Subsidiaries Sellers or their Affiliates during the thirty ninety (30)-day 90)-day period preceding ending on 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 ScheduleClosing Date.

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.

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).