Common use of No Use of Certain Retained Names Clause in Contracts

No Use of Certain Retained Names. Newco shall, and shall cause its subsidiaries to, promptly, and in any event (a) within 60 days after the Distribution Date, make all necessary filings and take all other necessary actions to discontinue any references to the Retained Names, (b) within 180 days after the Distribution Date, to revise print advertising, product labeling and all other information or other materials, including any Internet or other electronic communications vehicles, to delete all references to the Retained Names and (c) within 180 days after the Distribution Date, to change signage and stationery and otherwise discontinue use of the Retained Names. In no event shall Newco or any of its subsidiaries use any Retained Names after the Distribution in any manner or for any purpose different from the use of such Retained Names by Weyerhaeuser or any of its subsidiaries during the 90-day period preceding the Distribution Date. With respect to the Transferred Inventory, Newco may continue to sell such inventory, notwithstanding that it or its labeling or packaging bears one or more of the Retained Names, for 12 months after the Distribution. None of the foregoing provisions of this Section 7.03 shall be construed to obligate Newco to require any wholesaler, retailer or other merchant or customers of the Newco Business to conduct themselves in accordance therewith. After the Distribution Date, Newco shall file applications to amend or terminate any certificate of assumed name or d/b/a filings, within 60 days after Newco shall have become aware of such assumed name or d/b/a filing so as to eliminate the right of Newco to use the Retained Names.

Appears in 2 contracts

Samples: Contribution and Distribution Agreement (Weyerhaeuser Co), Contribution and Distribution Agreement (Domtar CORP)

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No Use of Certain Retained Names. Newco Purchaser shall, and shall cause its subsidiaries to, promptly, and in any event (a) within 60 30 days after the Distribution DateClosing, make all necessary filings and take all other necessary actions to discontinue any references to the Retained Names, (b) within 180 90 days after the Distribution DateClosing, to revise print advertising, product labeling and all other information or other materials, including any Internet or other electronic communications vehicles, to delete all references to the Retained Names and (c) within 180 90 days after the Distribution DateClosing, to change signage and stationery and otherwise discontinue use of the Retained Names; provided, however, that for a period of three months following the Closing Date, Purchaser may continue to distribute product literature that uses any Retained Names and distribute products with labeling or packaging that uses any Retained Names to the extent that such product literature and labeling or packaging exists on the Closing Date. In no event shall Newco Purchaser or any of its subsidiaries use any Retained Names after the Distribution Closing in any manner or for any purpose different from the use of such Retained Names by Weyerhaeuser or any of its subsidiaries Seller during the 90-day period preceding the Distribution DateClosing. With respect to the Transferred Inventory, Newco Purchaser may continue to sell such inventoryTransferred Inventory, notwithstanding that it or its labeling or packaging bears one or more of the Retained Names, for 12 months a reasonable time after the DistributionClosing (not to exceed three months). None of the foregoing provisions of this Section 7.03 12.02 shall be construed to obligate Newco Purchaser to require any wholesaler, retailer or other merchant or customers of the Newco Business to conduct themselves in accordance therewith. After the Distribution Date, Newco shall file applications to amend or terminate any certificate of assumed name or d/b/a filings, within 60 days after Newco shall have become aware of such assumed name or d/b/a filing so as to eliminate the right of Newco to use the Retained Names.

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Potlatchdeltic Corp)

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No Use of Certain Retained Names. Newco Purchaser shall, and shall cause its subsidiaries to, promptly, and in any event (a) within 60 30 days after the Distribution DateClosing, make all necessary filings and take all other necessary actions to discontinue any references to the Retained Names, (b) within 180 90 days after the Distribution DateClosing, to revise print advertising, product labeling and all other information or other materials, including any Internet or other electronic communications vehicles, to delete all references to the Retained Names and (c) within 180 90 days after the Distribution DateClosing, to change signage and stationery and otherwise discontinue use of the Retained Names; provided, however, that during such 90 day period, Purchaser may continue to distribute product literature that uses any Retained Names and distribute products with labeling or packaging that uses any Retained Names to the extent that such product literature and labeling or packaging exists on the Closing Date. In no event shall Newco Purchaser or any of its subsidiaries use any Retained Names after the Distribution Closing in any manner or for any purpose different from the use of such Retained Names by Weyerhaeuser Seller or any of its subsidiaries during the 90-day period preceding Seller Subsidiaries prior to the Distribution DateClosing. With respect to the Transferred Inventory, Newco Purchaser may continue to sell such inventoryTransferred Inventory, notwithstanding that it or its labeling or packaging bears one or more of the Retained Names, for 12 months after the Distribution. None of the foregoing provisions of this Section 7.03 5.11 shall be construed to obligate Newco Purchaser to require any wholesaler, retailer or other merchant or customers of the Newco Business to conduct themselves in accordance therewith. After the Distribution Date, Newco shall file applications to amend or terminate any certificate of assumed name or d/b/a filings, within 60 days after Newco shall have become aware of such assumed name or d/b/a filing so as to eliminate the right of Newco to use the Retained Names.

Appears in 1 contract

Samples: Asset Purchase Agreement (KMG Chemicals Inc)

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