Transfer of Domain Name Registrations. Purchaser acknowledges that certain domain name registrations used in connection with the Businesses may be registered in the name of one of Sellers or an Affiliate of the Sellers and that the Sellers shall assign such domain name registrations to one of the Purchased Companies prior to the Closing; unless none of the Purchased Companies may contractually or lawfully take possession of such domain name registrations, in which case the parties shall use commercially reasonable efforts to assign such domain name registrations to either Purchaser or a different Affiliate of Purchaser. If Purchaser, the Purchased Companies and Purchaser’s other Affiliates cannot lawfully or contractually take possession of certain domain name registrations used in connection with the Peanuts Business, Purchaser and Sellers shall use their respective commercially reasonable efforts to cooperate in a mutually agreeable arrangement under which Purchaser or its Affiliates would obtain the benefits and assume the obligations associated with possession of such domain name registrations.
Appears in 4 contracts
Samples: Membership Interest Purchase Agreement (Iconix Brand Group, Inc.), Membership Interest Purchase Agreement (Iconix Brand Group, Inc.), Membership Interest Purchase Agreement (DHX Media Ltd.)