Common use of Sell-Off Period Clause in Contracts

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. 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 'S notice within ten (10) days after OWNER’S 'S said notice with the exception of inventory necessary to fulfill fulfi11 orders on hand. OWNER shall pay LICENSEE for such delivered inventory as is in marketable condition 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 Paragraphs 3, 5, 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! 120ninety (90) days therefrom, provided all payments with respect to that one hundred twenty ninety (12090) day period are made in accordance with Paragraph 3 hereof,.

Sell-Off Period. After expiration or termination of (a) If the license under this AgreementAgreement is terminated or (b) if this Agreement is not renewed for either Optional Term 1 or Optional 2, at the end of calendar year 2007 or (c) upon the expiration of this Agreement at the end of either Optional Term 1 or Optional Term 2, LICENSEE shall have no further right to manufacture, advertise, distribute, sell, sell or otherwise deal in any LICENSED ARTICLES which utilize the PROPERTY, except as hereinafter provided. Paragraph 14.1 (i) is hereby deleted in ils entirety and replaced as follows: (i) In the event of a termination or expiration of this Agreement as provided in clauses (a), (b), or (c) of Paragraph 14.1 above, LICENSEE shall prepare a fully written inventory list and submit same to OWNER within ten (10) days of the such expiration or termination of the license under this Agreementtermination. 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, Paragraph 14,1 (iii) is hereby deleted in its entirety and replaced as follows: (A) Upon said expiration or terminationany termination of the license under this Agreement prior to the term thereof, and if OWNER does not elect to purchase the inventoryinventory as provided in Paragraph 14.1 (i) and (ii) above, unless the expiration or termination shall occur as a result of a violation of either 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 on the time date of such expiration or termination, termination for a period of one hundred twenty! twenty (120) days therefrom, provided all payments with respect to that throughout such one hundred twenty (120) day period are period, LICENSEE makes all payments required to be made in accordance with Paragraph 3 hereof,. (B) If at the end of the Automatic Renewal Term, this Agreement is not renewed for either Optional Term 1 or Optional Term 2, LICENSEE, on a non-exclusive basis, may continue to sell LICENSED ARTICLES to its then existing customers for a period of one year therefrom, provided that throughout such one year period, LICENSEE complies with all of its obligations under this Agreement. At the end of such one year period, if OWNER does not elect to purchase the inventory as provided in Paragraph 14,1 (i) and (ii) above, LICENSEE, on a non-exclusive basis, may dispose of LICENSED ARTICLES which are on hand or in process on December 31, 2007 for a period of one hundred twenty (120) days from that date, provided that throughout such one hundred twenty (120) day period, LICENSEE makes all payments required to be made in accordance with Paragraph 3 hereof. (C) At the end of either Optional Term 1 or Optional Term 2, if any, if OWNER does not elect to purchase the inventory as provided in Paragraph 14. S (i) and (ii) above, LICENSEE, on a non-exclusive basis, may dispose of LICENSED ARTICLES which are on hand or in process at the end of either Optional Term 1 or Optional Term 2, as the case may be, for a period of one year therefrom, provided that throughout such one year period, LICENSEE makes all payments required to be made in accordance with Paragraph 3 hereof.

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 's notice within ten (10) days after OWNER’S 's said notice with the exception of inventory necessary to fulfill orders on hand. OWNER shall pay LICENSEE for such delivered inventory as is in marketable condition 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, 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! 120ninety (90) days therefrom, provided all payments with respect to that one hundred twenty ninety (12090) day period are made in accordance with Paragraph 3 hereof,.

Sell-Off Period. After expiration or termination of (a) If the license under this AgreementAgreement is terminated or (b) if this Agreement is not renewed for either Optional Term 1 or Optional 2, at the end of calendar year 2007 or (c) upon the expiration of this Agreement at the end of either Optional Term 1 or Optional Term 2, LICENSEE shall have no further right to manufacture, advertise, distribute, sell, sell or otherwise deal in any LICENSED ARTICLES which utilize the PROPERTY, except as hereinafter provided.. Paragraph 14.1 (i) is hereby deleted in ils entirety and replaced as follows: (i) In the event of a termination or expiration of this Agreement as provided in clauses (a), (b), or (c) of Paragraph 14.1 above, LICENSEE shall prepare a fully written inventory list and submit same to OWNER within ten (10) days of the such expiration or termination of the license under this Agreementtermination. 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, Paragraph 14,1 (iii) is hereby deleted in its entirety and replaced as follows: (A) Upon said expiration or terminationany termination of the license under this Agreement prior to the term thereof, and if OWNER does not elect to purchase the inventoryinventory as provided in Paragraph 14.1 (i) and (ii) above, unless the expiration or termination shall occur as a result of a violation of either 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 on the time date of such expiration or termination, termination for a period of one hundred twenty! twenty (120) days therefrom, provided all payments with respect to that throughout such one hundred twenty (120) day period are period, LICENSEE makes all payments required to be made in accordance with Paragraph 3 hereof,. (B) If at the end of the Automatic Renewal Term, this Agreement is not renewed for either Optional Term 1 or Optional Term 2, LICENSEE, on a non-exclusive basis, may continue to sell LICENSED ARTICLES to its then existing customers for a period of one year therefrom, provided that throughout such one year period, LICENSEE complies with all of its obligations under this Agreement. At the end of such one year period, if OWNER does not elect to purchase the inventory as provided in Paragraph 14,1 (i) and (ii) above, LICENSEE, on a non-exclusive basis, may dispose of LICENSED ARTICLES which are on hand or in process on December 31, 2007 for a period of one hundred twenty (120) days from that date, provided that throughout such one hundred twenty (120) day period, LICENSEE makes all payments required to be made in accordance with Paragraph 3 hereof. (C) At the end of either Optional Term 1 or Optional Term 2, if any, if OWNER does not elect to purchase the inventory as provided in Paragraph 14. S (i) and (ii) above, LICENSEE, on a non-exclusive basis, may dispose of LICENSED ARTICLES which are on hand or in process at the end of either Optional Term 1 or Optional Term 2, as the case may be, for a period of one year therefrom, provided that throughout such one year period, LICENSEE makes all payments required to be made in accordance with Paragraph 3 hereof.