Sell-Off. Notwithstanding the termination of CureVac’s licenses and other rights under this License Agreement, CureVac shall retain the right to distribute, sell or otherwise dispose of its existing inventory of the Licensed Products, in each case that is intended for distribution, sale or disposition in the Territory, for a period of not more than six (6) months following the date of the effective termination, as though this License Agreement had not been terminated, and such distribution, sale or other disposition shall not constitute infringement of the Patents or other intellectual property or proprietary rights of Arcturus or its Affiliates. CureVac’s right to distribute, sell or otherwise dispose of its existing inventory of the Licensed Products pursuant to this Section 10.5(a)(ii) shall be subject to CureVac’s continuing obligation to pay royalties with respect to the Net Sales.
Sell-Off. Notwithstanding anything to the contrary contained in this Agreement or any other agreement between the Parties, until the date that is six (6) months after the Closing Date, Purchaser hereby grants to Seller and its Affiliates a non-exclusive, royalty-free license to, and herby acknowledges and agrees that Seller and its Affiliates may, without obligation to Purchaser, complete the purchasing, manufacturing, marketing, distribution, selling and similar activities related to the existing, work-in-progress and similar inventory of Baby Phat and related products of the business. Seller agrees to not begin sourcing any new Baby Phat products after the Closing Date.
Sell-Off. A sell-off period of Sixty (60) days will be permitted from the termination of this agreement. Any remaining stocks after this date will be disposed of only by the permission of and in a manner agreed in writing by The Licensor.
Sell-Off. Notwithstanding any provision of this Agreement or any other agreement between Baxter, Edwards, and/or their respective Affiliates, the parties acknowledge that Baxter and its Affiliates shall be entitled to continue to sell or otherwise dispose of the Products within the Territory from and after the effective date of the expiration or termination of this Agreement if such Products were owned by Baxter on the date of such expiration or termination; provided that Baxter shall not substantially increase its inventory of Products in anticipation of such expiration or termination.
Sell-Off. Immediately upon the termination of this Agreement by BI in accordance with Section 13.2 above or by CureVac in accordance with Sections 13.3 or 13.4, BI shall cease all Development and Commercialization of the Licensed Vaccines and Licensed Products under the licenses granted hereunder; provided, however, that BI shall have the right to distribute and sell its existing inventory of the Licensed Products for a period of not more than [*****] following the date of the termination hereof, subject to Bl's continuing obligation to pay sales milestones and royalties with respect to the Net Sales derived from the distribution and sale of such existing inventory of the Licensed Products, in accordance with the requirements of Sections 7.3, 7.4 and 7.8 above.
Sell-Off. Notwithstanding the reversion of rights pursuant to Section 9.5, upon the applicable termination of this Agreement by Licensor under Section 9.2 or by Licensee under Section 9.3, Licensee (i) shall provide to Licensors a report showing all finished Cathode Powder, Cells, Electrode Systems and/or Complex Systems in stock by Licensee and any Toll Manufacturers or Joint Ventures on the termination date of this Agreement, and (ii) may, for [***], starting on the termination date of this Agreement, sell Cells, Electrode Systems and/or Complex Systems, transfer Cathode Powder in stock on such date to Procter & Xxxxxx for the purposes provided in Section 2.4 and to Joint Ventures for the purposes provided in Sections 2.6 and 2.7, and incorporate or have incorporated by Procter & Xxxxxx or Joint Ventures Cathode Powder in stock on such date into Cells, Electrode Systems and/or Complex Systems, subject to the payment of the royalties for these Cells, Electrode Systems and/or Complex Systems sold after the termination date of this Agreement. Such royalties shall be paid within [***] from the end of such [***] period. Any Cathode Powder, Cells, Electrode Systems, and Complex Systems including Licensed Products not sold by Licensee, Procter & Xxxxxx, any Toll Manufacturer, or any Joint Venture after this nine (9)-month period shall not be covered by any of the licenses granted to Licensee under this Agreement. Upon the expiration of this Agreement, Licensee shall (i) provide to Licensor a report showing all finished Cathode Powder, Cells, Electrode Systems and/or Complex Systems in stock by Licensee and any Toll Manufacturers or Joint Ventures on the expiration date of this Agreement, and (ii) continue to make royalty payments for the Cells, Electrode Systems and/or Complex Systems that were manufactured during the Term under a valid claim of a Licensor Licensed Patent Right to the extent such Cells, Electrode Systems and/or Complex Systems are sold by Licensee, Joint Ventures or Procter & Xxxxxx in the [***] period referenced above.
Sell-Off. In the case that the licenses granted to Takeda under Section 3.1 or Section 3.4 terminate with respect to a Target, notwithstanding such termination, Takeda shall have the right to complete (or have completed) the Manufacture of any work-in-process SLT-A Fusion Proteins, Licensed Products or and sell any existing inventory of Licensed Product(s) (if applicable) with respect to the terminated Target for a period of up to [***] following such termination, subject to Takeda’s obligation to make corresponding payments with respect to any such sales pursuant to Section 6.8.
Sell-Off. Notwithstanding the termination of Verve’s licenses and other rights under this License Agreement, Verve shall retain the right to distribute, sell or otherwise dispose of its existing inventory of the Licensed Products, in each case that is intended for distribution, sale or disposition in the Territory, for a period of not more than [**] following the date of the effective termination, as though this License Agreement had not been terminated, and such distribution, sale or other disposition shall not constitute infringement of the Patents or other intellectual property or proprietary rights of Acuitas or its Affiliates. Verve’s right to distribute, sell or otherwise dispose of its existing inventory of the Licensed Products pursuant to this Section 10.5(b) shall be subject to Verve’s continuing obligation to pay Royalties with respect to the Net Sales.
Sell-Off. Upon the expiration of this Agreement, Licensee shall discontinue the further manufacturing of records from the Master Recordings. Notwithstanding the foregoing, Licensee shall have the right to sell in the normal course of business all stock of records manufactured hereunder for a period of six (6) months after the expiration date, provided that Licensee pays royalties to Licensor for such records consistent with Article 5 hereof.
Sell-Off. After the expiration or termination of this Agreement, unless earlier terminated, SLG shall have a one (1) month sell-off period for any Riot-approved Merchandise. At the expiration of the sell-off period, SLG shall destroy any remaining Merchandise and provide verification to Riot.
