Common use of Sellers’ Names; Removal of Logos and Signs Clause in Contracts

Sellers’ Names; Removal of Logos and Signs. Except as provided in this Section 12.7, following the Effective Time, the Buyer will not use or otherwise exploit the XX Xxxxx in the operation of the Business. As promptly as practicable following the Effective Time, but in no event later than one hundred eighty (180) days after the Effective Time, the Buyer will stop using the XX Xxxxx in any form in the operation of the Business, including by removing, permanently obliterating or covering all references to the XX Xxxxx that appear on any Purchased Asset or Assumed Liabilities, including all signage, storage containers, uniforms and clothing, promotional or advertising literature, stationery, purchase order forms, office forms and labels, packaging, manuals, policy books, reference materials and other such documents (including signs displaying the Sellers’ or their Affiliates’ emergency contact telephone numbers or otherwise using or displaying the XX Xxxxx or the phrase “BP” or “British Petroleum” in whole or in part) and Buyer, within such time period, will replace all signs located at the applicable Xxxxxx Logistics and Marketing Terminals Owned Real Property or the Xxxxxx Logistics and Marketing Terminals Pipeline Systems, including at river crossings, which identify Sellers, terminals or pipelines of Sellers, or any Affiliate of Sellers as the operator of such Xxxxxx Logistics and Marketing Terminals Owned Real Property or Xxxxxx Logistics and Marketing Terminals Pipeline Systems. As promptly as practical after the Effective Time, the Buyer shall post the Buyer’s emergency contact telephone numbers in place of any of the Sellers’ or their Affiliates’ emergency contact telephone numbers. Without limiting the foregoing restrictions, until such time as the XX Xxxxx are removed or covered by the Buyer, in no event will the Buyer use or display the XX Xxxxx in any way other than in the same manner used by the Business immediately prior to the Effective Time. During any period that the Buyer is using the XX Xxxxx as provided in this Section 12.7, Buyer shall use Reasonable Efforts to inform customers, suppliers and contractors that it is not part of BP and is using the XX Xxxxx with permission solely to facilitate the transition of the Business. Notwithstanding anything to the contrary, the Buyer shall have no right to create any new materials to be used in the operation of the Business containing the XX Xxxxx.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Tesoro Corp /New/)

AutoNDA by SimpleDocs

Sellers’ Names; Removal of Logos and Signs. (a) Except as provided in this Section 12.77.15 or the License Agreement, following the Effective Measurement Time, the Buyer will not (and will cause the Companies not to) use or otherwise exploit the XX Xxxxx Tesoro Marks in the operation of the Business. As promptly as practicable following the Effective TimeClosing Date, but in no event later than one hundred eighty (180) days after the Effective TimeClosing Date, the Buyer will stop (and will cause the Companies to stop) using the XX Xxxxx Tesoro Marks in any form in the operation of the BusinessBusiness except as permitted pursuant to the License Agreement, including by removing, permanently obliterating or covering all references to the XX Xxxxx Tesoro Marks that appear on any Purchased Asset or Assumed LiabilitiesAssets, including all signage, storage containers, uniforms and clothing, promotional or advertising literature, stationery, purchase order forms, office forms and labels, packaging, manuals, policy books, reference materials and other such documents (including signs displaying the Sellers’ Seller's or their its Affiliates" emergency contact telephone numbers or otherwise using or displaying the XX Xxxxx Tesoro Marks or the phrase “BP” or “British Petroleum” "Tesoro" in whole or in part) and Buyer, within such time period, will replace all signs located at the applicable Xxxxxx Logistics and Marketing Terminals Owned Real Property or the Xxxxxx Logistics and Marketing Terminals Pipeline Systems, including at river crossings, which identify Sellers, terminals or pipelines of Sellers, or any Affiliate of Sellers as the operator of such Xxxxxx Logistics and Marketing Terminals Owned Real Property or Xxxxxx Logistics and Marketing Terminals Pipeline Systems). As promptly as practical after the Effective TimeClosing Date, the Buyer shall post the Buyer’s 's emergency contact telephone numbers in place of any of the Sellers’ Seller's or their its Affiliates" emergency contact telephone numbers. Without limiting the foregoing restrictions, until such time as the XX Xxxxx Tesoro Marks are removed or covered by Buyer or the BuyerCompanies as provided above, in no event will Buyer or the Buyer Companies use or display the XX Xxxxx Tesoro Marks in any way other than in the same manner used by the Business immediately prior to the Effective TimeClosing Date and all signs and graphics incorporating any of the Tesoro Marks shall be maintained by Buyer and the Companies in keeping with a first class operation. During any period that the Buyer Company is using the XX Xxxxx Tesoro Marks as provided in this Section 12.77.15, Buyer the Company shall use Commercially Reasonable Efforts to inform customers, suppliers and contractors that it is Buyer and the Companies are not part of BP or Affiliates of Seller and is that the Companies are using the XX Xxxxx Tesoro Marks with permission solely to facilitate the transition of the BusinessBusiness or as permitted pursuant to the License Agreement. Notwithstanding anything to the contrary, neither Buyer nor the Buyer Companies shall have no any right to create any new materials to be used in the operation of the Business containing the XX XxxxxTesoro Marks or any right to transfer, assign, license or sublicense any of the Tesoro Marks except as permitted pursuant to the License Agreement. Neither Buyer nor the Companies shall contest the validity of the Tesoro Marks, claim adversely to Seller or its Affiliates any right, title or interest in or to the Tesoro Marks, or the distinctive features of the designs used in connection with the Tesoro Marks, and shall not register, apply to register or aid a third party in registering any of the Tesoro Marks or a confusingly similar trademark or service xxxx. (b) Within ten (10) days following the Closing Date, Buyer shall (a) cause the Company to file appropriate documentation with the applicable Governmental Authorities to change the legal name of the Company to remove the name "Tesoro" and any name that would reasonably be expected to be confused therewith; (b) provide Seller evidence of such filings; and (c) take such other actions as required to cause the Company and the Acquired Subsidiary to abandon the name "Tesoro" and any derivation thereof that would reasonably be expected to be confused therewith except to the extent expressly permitted pursuant to the License Agreement.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Par Petroleum Corp/Co)

Sellers’ Names; Removal of Logos and Signs. (a) Except as provided in this Section 12.77.15 or the License Agreement, following the Effective Measurement Time, the Buyer will not (and will cause the Companies not to) use or otherwise exploit the XX Xxxxx Tesoro Marks in the operation of the Business. As promptly as practicable following the Effective TimeClosing Date, but in no event later than one hundred eighty (180) days after the Effective TimeClosing Date, the Buyer will stop (and will cause the Companies to stop) using the XX Xxxxx Tesoro Marks in any form in the operation of the BusinessBusiness except as permitted pursuant to the License Agreement, including by removing, permanently obliterating or covering all references to the XX Xxxxx Tesoro Marks that appear on any Purchased Asset or Assumed LiabilitiesAssets, including all signage, storage containers, uniforms and clothing, promotional or advertising literature, stationery, purchase order forms, office forms and labels, packaging, manuals, policy books, reference materials and other such documents (including signs displaying the Sellers’ Seller’s or their its Affiliates’ emergency contact telephone numbers or otherwise using or displaying the XX Xxxxx Tesoro Marks or the phrase “BP” or “British PetroleumTesoro” in whole or in part) and Buyer, within such time period, will replace all signs located at the applicable Xxxxxx Logistics and Marketing Terminals Owned Real Property or the Xxxxxx Logistics and Marketing Terminals Pipeline Systems, including at river crossings, which identify Sellers, terminals or pipelines of Sellers, or any Affiliate of Sellers as the operator of such Xxxxxx Logistics and Marketing Terminals Owned Real Property or Xxxxxx Logistics and Marketing Terminals Pipeline Systems). As promptly as practical after the Effective TimeClosing Date, the Buyer shall post the Buyer’s emergency contact telephone numbers in place of any of the Sellers’ Seller’s or their its Affiliates’ emergency contact telephone numbers. Without limiting the foregoing restrictions, until such time as the XX Xxxxx Tesoro Marks are removed or covered by Buyer or the BuyerCompanies as provided above, in no event will Buyer or the Buyer Companies use or display the XX Xxxxx Tesoro Marks in any way other than in the same manner used by the Business immediately prior to the Effective TimeClosing Date and all signs and graphics incorporating any of the Tesoro Marks shall be maintained by Buyer and the Companies in keeping with a first class operation. During any period that the Buyer Company is using the XX Xxxxx Tesoro Marks as provided in this Section 12.77.15, Buyer the Company shall use Commercially Reasonable Efforts to inform customers, suppliers and contractors that it is Buyer and the Companies are not part of BP or Affiliates of Seller and is that the Companies are using the XX Xxxxx Tesoro Marks with permission solely to facilitate the transition of the BusinessBusiness or as permitted pursuant to the License Agreement. Notwithstanding anything to the contrary, neither Buyer nor the Buyer Companies shall have no any right to create any new materials to be used in the operation of the Business containing the XX XxxxxTesoro Marks or any right to transfer, assign, license or sublicense any of the Tesoro Marks except as permitted pursuant to the License Agreement. Neither Buyer nor the Companies shall contest the validity of the Tesoro Marks, claim adversely to Seller or its Affiliates any right, title or interest in or to the Tesoro Marks, or the distinctive features of the designs used in connection with the Tesoro Marks, and shall not register, apply to register or aid a third party in registering any of the Tesoro Marks or a confusingly similar trademark or service xxxx. (b) Within ten (10) days following the Closing Date, Buyer shall (a) cause the Company to file appropriate documentation with the applicable Governmental Authorities to change the legal name of the Company to remove the name “Tesoro” and any name that would reasonably be expected to be confused therewith; (b) provide Seller evidence of such filings; and (c) take such other actions as required to cause the Company and the Acquired Subsidiary to abandon the name “Tesoro” and any derivation thereof that would reasonably be expected to be confused therewith except to the extent expressly permitted pursuant to the License Agreement.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Tesoro Corp /New/)

AutoNDA by SimpleDocs

Sellers’ Names; Removal of Logos and Signs. (a) Except as provided in this Section 12.77.6, following the Effective TimeClosing, the Buyer will not (and will cause the Company not to) use or otherwise exploit the XX Xxxx Xxxxx in the operation of the Business. As promptly as practicable following the Effective TimeClosing Date, but in no event later than one hundred eighty (180) days after the Effective TimeClosing Date, the Buyer will stop (and will cause the Company to stop) using the XX Xxxx Xxxxx in any form in the operation of the Business, including by removing, permanently obliterating or covering all references to the XX Xxxx Xxxxx that appear on any Purchased Asset or Assumed LiabilitiesAssets, including all signage, storage containers, uniforms and clothing, promotional or advertising literature, stationery, purchase order forms, office forms and labels, packaging, manuals, policy books, reference materials and other such documents (including signs displaying the Sellers’ Seller’s or their its Affiliates’ emergency contact telephone numbers or otherwise using or displaying the XX Xxxx Xxxxx or the phrase “BPAlon,” “Delek” or “British PetroleumParamount” in whole or in part) and Buyer, within such time period, will replace all signs located at the applicable Xxxxxx Logistics and Marketing Terminals Owned Real Property or the Xxxxxx Logistics and Marketing Terminals Pipeline Systems, including at river crossings, which identify Sellers, terminals or pipelines of Sellers, or any Affiliate of Sellers as the operator of such Xxxxxx Logistics and Marketing Terminals Owned Real Property or Xxxxxx Logistics and Marketing Terminals Pipeline Systems). As promptly as practical after the Effective TimeClosing Date, the Buyer shall post the Buyer’s emergency contact telephone numbers in place of any of the Sellers’ Seller’s or their its Affiliates’ emergency contact telephone numbers. Without limiting the foregoing restrictions, until such time as the XX Xxxx Xxxxx are removed or covered by Buyer or the BuyerCompany as provided above, in no event will Buyer or the Buyer Company use or display the XX Xxxx Xxxxx in any way other than in the same manner used by the Business immediately prior to the Effective TimeClosing Date and all signs and graphics incorporating any of the Xxxx Xxxxx shall be maintained by Buyer and the Company in keeping with a first class operation. During any period that the Buyer Company is using the XX Xxxx Xxxxx as provided in this Section 12.77.6, Buyer the Company shall use Commercially Reasonable Efforts to inform customers, suppliers and contractors that it is Buyer and the Company are not part of BP or Affiliates of Seller and is that the Company are using the XX Xxxxx Alon Marks with permission solely to facilitate the transition of the Business. Notwithstanding anything to the contrary, neither Buyer nor the Buyer Company shall have no any right to create any new materials to be used in the operation of the Business containing the XX Xxxx Xxxxx or any right to transfer, assign, license or sublicense any of the Xxxx Xxxxx. Neither Buyer nor the Company shall contest the validity of the Xxxx Xxxxx, claim adversely to Seller or its Affiliates any right, title or interest in or to the Xxxx Xxxxx, or the distinctive features of the designs used in connection with the Xxxx Xxxxx, and shall not register, apply to register or aid a third party in registering any of the Xxxx Xxxxx or a confusingly similar trademark or service xxxx. (b) Within four (4) Business Days following the Closing Date, Buyer shall (i) cause the Company to file appropriate documentation with the applicable Governmental Authorities to change the legal name of the Company to remove the name “Alon” and any name that would reasonably be expected to be confused therewith; (ii) provide Seller evidence of such filings; and (iii) take such other actions as required to cause the Company to abandon the name “Alon,” “Delek,” “Paramount” and any derivations thereof that would reasonably be expected to be confused therewith.

Appears in 1 contract

Samples: Share Purchase Agreement (Global Clean Energy Holdings, Inc.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!