Sell-Off Period. Notwithstanding expiration or termination of this Agreement, Fig may continue to exercise its rights under the Distribution License for a period of sixty (60) days following expiration or termination, whereupon Fig shall exercise reasonable efforts to terminate any Fig Sales, and to cause any Distributor of Fig to terminate any such sales. Fig shall exercise reasonable efforts to remove or cause any Distributor of Fig to remove from publication or display any advertising relating to the Licensed Game posted by Fig or any such Distributor within the Sell-Off Period.
Sell-Off Period. Following the termination or expiration of this Agreement, Licensor shall, at its option, be entitled to designate a person duly licensed to receive distilled spirits from Licensee to purchase from Licensee all existing Authorized Products within thirty (30) business days after receipt of such inventory following Licensee’s termination at Licensee’s hard cost; provided, however, if this Agreement was terminated by Licensor due to Licensee’s breach hereof in accordance herewith, then Licensee shall deliver the foregoing items at no charge to Licensor’s duly-licensed designee, notwithstanding the foregoing. Provided this Agreement has not been terminated by Licensor for a breach hereof by Licensee in accordance herewith, and if Licensor’s duly-licensed designee does not acquire the inventory pursuant to the previous sentence, Licensee may sell-off any existing Authorized Products (“Sell-Off Products”) for a period of six (6) months (the “Sell-Off Period”). Such Sell-Off Products may be discounted to no lower than [****] of original wholesale price to allow Licensee to sell through the Sell-Off Products. However, retailers shall be encouraged to sell within the original MSRP and not drop pricing below the original MSRP for any reason, including that it denigrates the overall perception of the brand. If, during the Sell-Off Period, Licensee breaches any obligation under the Agreement, Licensor shall be entitled to terminate all sell-off rights immediately on written notice to Licensee upon the breach of this Agreement by Licensee (i) if such breach is specified herein as a breach for which no cure is permitted, or (ii) for any other breach, the breach is not cured within ten (10) days after Licensee’s receipt of notice of breach. In the event (x) Licensor’s duly-licensed designee does not purchase all of the aforesaid Authorized Products, or (y) all sell-off rights provided have expired, Licensor shall be entitled to cause all Products in the possession of Licensee to be destroyed on an agreed date, time and place, with Licensor and/or its representative entitled to be present at such destruction.
Sell-Off Period. Notwithstanding anything to the contrary in Section 14.4 hereto, upon expiration or termination of this Agreement, Celltech shall have the right to continue to distribute its existing inventory of non-expired Product for a period of six (6) months after the effective date of expiration or the effective date of termination of this Agreement as the case may be. Any such continued distribution shall be in accordance with all applicable laws and regulations and the terms of this Agreement.
Sell-Off Period. For a period of 90 days after the effective date of the termination of this Agreement (the Sell-Off Period), the Acquiror and its sublicensees, will have the right to sell or otherwise dispose of all existing Products in its possession, custody, or control and to complete the manufacture of and sell or otherwise dispose of all Products in the course of manufacture as of the effective date of termination, in each case, in accordance with the applicable terms and conditions of this Agreement.
Sell-Off Period. If (or to the extent) Energizer’s license to use any Licensed Trademarks terminates pursuant to Section 3(b) upon expiration of the two (2) year period beginning on the Effective Time, then Energizer may continue to distribute, offer to sell, and sell goods (including goods in Existing Packaging) that were in existence as of the Effective Time, included in the EHP Assets and bear any such Licensed Trademark for an additional one (1) year following expiration of the Trademark License Term (or until the earlier Change in Control of Energizer) (the “Sell-Off Period”); provided that all of the provisions of this Agreement applicable to Energizer’s use of any such Licensed Trademarks shall apply during such Sell-Off Period and Energizer’s right to use any such Licensed Trademarks shall be subject to Energizer’s continued compliance with such terms during the Sell-Off Period; and provided further, however, that there shall be no Sell-Off Period if there has been a Change in Control prior to expiration of the two (2) year period beginning on the Effective Time.
Sell-Off Period. After expiration or termination of the license under this Agreement, LICENSEE shall have no further right to manufacture, advertise, distribute, sell, or otherwise deal in any LICENSED ARTICLES which utilize the PROPERTY, except as hereinafter provided.
(i) LICENSEE shall prepare a fully written inventory list and submit same to OWNER within ten (10) days of the expiration or termination of the license under this Agreement. Such list will include orders on hand, work in process, as well as finished LICENSED ARTICLES.
(ii) OWNER shall have twenty (20) days thereafter to decide whether to purchase any or all inventory at the lower of cost or fair market value. If OWNER exercises such right of purchase, LICENSEE shall deliver the inventory referred to in OWNER’S notice within ten (10) days after OWNER’S said notice with the exception of inventory necessary to fulfill orders on hand. OWNER shall pay LICENSEE for such delivered inventory within twenty (20) days after its receipt thereof,
(iii) Upon said expiration or termination, and if OWNER does not elect to purchase the inventory, unless the expiration or termination shall occur as a result of a violation of Paragraph 3, 5, or 11 hereof, LICENSEE, on a non-exclusive basis, may dispose of LICENSED ARTICLES which are on hand or in process at the time of such expiration or termination, for a period of one hundred twenty! 120) days therefrom, provided all payments with respect to that one hundred twenty (120) day period are made in accordance with Paragraph 3 hereof,
Sell-Off Period. At Lian’s request, for a period of [***] following termination of this Agreement in any Region, Lian shall sell or otherwise dispose of any Licensed Products in such terminated Regions, as applicable, on hand at the time of such termination or in the process of Manufacturing (the “Sell-Off Period”).
Sell-Off Period. Upon termination of this Agreement for any reason, Revlon shall have the right to dispose of inventory of Licensed Products in its possession and Licensed Products in the course of manufacture at the date of termination for a period of one hundred twenty (120) days after the date of termination (the “Sell-Off Period”), in each case, solely in the ordinary course, consistent with past practices and in accordance with the terms and conditions of this Agreement. Any Royalty payable under the provisions of Section 4.1 shall be paid to BrandCo within thirty (30) days after (a) termination, with respect to royalties accrued prior to the effective date of termination, and (b) the expiration of the Sell-Off Period, with respect to royalties accrued during the Sell-Off Period.
Sell-Off Period. Provided that Resideo has paid all Royalties, Additional Royalties and the difference between the Minimum Guaranteed Royalty Payments and the Royalties (pursuant to Section 3.5), each as applicable, owed to Licensor through the date of termination of this Agreement, then for a period of not more than one (1) year following termination of this Agreement (the “Sell-off Period”), except for termination arising out of any breach of this Agreement by any Licensee or pursuant to Section 9.1 or Article 10, each Licensee may deliver for sale, but solely at ordinary prices, any Licensed Products bearing the Home Trademark in the possession or under the control of such Licensee at the date of termination, subject to the payments called for in Article 3 and the provisions of Article 6. For the avoidance of doubt, the Sell-off Period shall not apply to the Honeywell Trademark or the POC Trademark.
Sell-Off Period. Upon the expiration or termination of this Agreement, PROMOTER shall have the right to sell any licensed products in inventory, on hand or manufactured containing WRESTLER Intellectual Property for a period of ninety (90) days immediately following such expiration or termination (“Sell Off Period”) provided, however, that there shall be no restriction on PROMOTER’s rights to use or exploit WRESTLER Intellectual Property in connection with the perpetual rights granted herein by WRESTLER.
