Common use of Transitional Trademark License Clause in Contracts

Transitional Trademark License. Effective upon the Closing Date, the Seller and the Seller's affiliates hereby grant to the Company, the Subsidiaries of the Company and the Buyer a nonexclusive, nontransferable, royalty-free license, without right to sublicense, to use, solely in the Company's and its Subsidiaries' businesses as they are presently conducted, any and all trademarks, service marks, and trade names owned by the Seller and the Seller's affiliates solely to the extent appearing on existing inventory, advertising materials and property of the Company or its Subsidiaries (such as signage, vehicles, and equipment) (collectively "Seller's Marks") for a period of six (6) months from the Closing Date ("License Period"). The Buyer, the Company and its Subsidiaries may use such existing inventory, advertising materials and property during the License Period, but shall not create new inventory, advertising materials or property using Seller's Marks. The Buyer, the Company and its Subsidiaries shall promptly replace or remove Seller's Marks on inventory, advertising materials and Property, provided that all such use shall cease no later than the end of the License Period. The nature and quality of all uses of the Seller's Marks by the Buyer, the Company and its Subsidiaries shall conform to the Seller's existing quality standards. Immediately upon expiration of the License Period, the Buyer, the Company and its Subsidiaries shall cease all further use of Seller's Marks and shall adopt new trademarks, service marks, and trade names which are not confusingly similar to Seller's Marks. All rights not expressly granted in this section with respect to Seller's Marks are hereby reserved. In the event Buyer, the Company or its Subsidiaries materially breach the provisions of this section, the Seller may immediately terminate the License Period upon twenty (20) days written notice.

Transitional Trademark License. Effective upon the Closing Date, the Seller and the Seller's affiliates hereby grant to the Company, the Subsidiaries of the Company and the Buyer a nonexclusive, nontransferable, royalty-free license, without right to sublicense, to use, solely in the Company's and its Subsidiaries' businesses as they are presently conducted, any and all trademarks, service marks, and trade names owned by the Seller and the Seller's affiliates (other than the Company and its Subsidiaries) solely to the extent appearing on existing inventory, advertising materials and property of the Company or its Subsidiaries (such as signage, vehicles, and equipment) (collectively "Seller's Marks") for a period of six (6) months from the Closing Date ("License Period"). The Buyer, the Company and its Subsidiaries may use such existing inventory, advertising materials and property during the License Period, but shall not create new inventory, advertising materials or property using Seller's Marks. The Buyer, the Company and its Subsidiaries shall promptly replace or remove Seller's Marks on inventory, advertising materials and Property, provided that all such use shall cease no later than the end of the License Period. The nature and quality of all uses of the Seller's Marks by the Buyer, the Company and its Subsidiaries shall conform to the Seller's existing quality standards. Immediately upon expiration of the License Period, the Buyer, the Company and its Subsidiaries shall cease all further use of Seller's Marks and shall adopt new trademarks, service marks, and trade names which are not confusingly similar to Seller's Marks. All rights not expressly granted in this section with respect to Seller's Marks are hereby reserved. In the event Buyer, the Company or its Subsidiaries materially breach the provisions of this section, the Seller may immediately terminate the License Period upon twenty (20) days written notice.

Transitional Trademark License. Effective Seller and its Subsidiaries hereby grant to Buyer ("LICENSEE"), effective upon the Closing Date, the Seller and the Seller's affiliates hereby grant to the Companya non-transferable, the Subsidiaries of the Company and the Buyer a nonexclusive, nontransferable, royalty-free licenseworldwide transitional right and license to use the Licensed Marks, without together with all slogans, logos, designs and trade dress associated therewith, which are, in each case, in existence at Closing Date and currently being used in the conduct of the Business. This transitional license shall permit use of the Licensed Marks solely on and in connection with the goods and services of the Business and which are embodied in or on any stationery, business cards, advertising and promotional materials, packaging and labels, drawings, equipment, photomasks, manuals and other documentation, statements of work, and inventory ("BUSINESS Materials"), and for any administrative, corporate and legal use in connection with the transition away from using the Licensed Marks. Buyer's right to sublicenseuse the Licensed Marks shall cease on the earlier of (i) the end of the one year period immediately following the Closing Date, to use, or (ii) Buyer's depletion of the Business Materials. Such use of the Licensed Marks shall be solely in the Company's form and its Subsidiaries' businesses as they are presently conducted, any and all trademarks, service marks, and trade names owned by consistent with the Seller and the Seller's affiliates solely manner in which such Licensed Marks were used prior to the extent appearing on existing inventory, advertising materials and property of the Company or its Subsidiaries (such as signage, vehicles, and equipment) (collectively "Seller's Marks") for a period of six (6) months from the Closing Date (the "License PeriodTRANSITIONAL LICENSE"). The Buyer, Any and all rights and goodwill arising from the Company and its Subsidiaries may use such existing inventory, advertising materials and property during the License Period, but shall not create new inventory, advertising materials or property using Seller's Marks. The Buyer, the Company and its Subsidiaries shall promptly replace or remove Seller's Marks on inventory, advertising materials and Property, provided that all such use shall cease no later than the end of the License Period. The nature and quality of all uses of the Seller's Licensed Marks by the Buyer, the Company and its Subsidiaries Licensee pursuant to this Transitional License shall conform to the Seller's existing quality standards. Immediately upon expiration of the License Period, the Buyer, the Company and its Subsidiaries shall cease all further use of Seller's Marks and shall adopt new trademarks, service marks, and trade names which are not confusingly similar inure solely to Seller's benefit. Licensee agrees that it shall not use, directly or indirectly, the Licensed Marks in any other way that suggests that there is a relation or affiliation between Licensee and Seller or any of its Subsidiaries or Affiliates other than that as created by this Agreement, or as a trademark, service xxxx or trade name for Licensee and will take reasonable commercial measures to avoid the appearance that Seller retains any interest in the Business. Nothing in this Agreement or in the performance thereof, or that might otherwise be implied by law, shall operate to grant Licensee any right, title or interest in and to the Licensed Marks. All rights not expressly granted in this section with respect Buyer shall assign, and does hereby assign to Seller's , any rights it may acquire, if any, by the operation of law or otherwise, in the Licensed Marks are hereby reservedpursuant to this Transitional License. In As between the event Buyerparties, Seller shall have the Company or sole right, and in its Subsidiaries materially breach sole discretion, to prosecute, defend and control any action concerning the provisions of this section, the Seller may immediately terminate the License Period upon twenty (20) days written noticeLicensed Marks.

Transitional Trademark License. Effective upon the Closing Date, the Seller and the Seller's affiliates affiliates, hereby grant to the Company, the Subsidiaries of the Company LLC and the Buyer a nonexclusive, nontransferable, royalty-free license, without right to sublicense, to use, solely in the Company's and its Subsidiaries' LLC's businesses as they are presently conducted, any and all trademarks, service marks, and trade names owned by the Seller Sellers and the Seller's affiliates solely to the extent appearing on existing inventory, advertising materials and property of the Company or its Subsidiaries the LLC (such as signage, vehicles, and equipment) (collectively "Seller's MarksSELLER'S MARKS") for a period of six (6) months from the Closing Date ("License PeriodLICENSE PERIOD"). The Buyer, the Company and its Subsidiaries LLC may use such existing inventory, advertising materials and property during the License Period, but shall not create new inventory, advertising materials or property using Seller's Marks. The Buyer, the Company and its Subsidiaries LLC shall promptly replace or remove Seller's Marks on inventory, advertising materials and Property, provided that all such use shall cease no later than the end of the License Period. The nature and quality of all uses of the Seller's Marks by the Buyer, the Company and its Subsidiaries LLC shall conform to the Seller's existing quality standards. Immediately upon expiration of the License Period, the Buyer, the Company and its Subsidiaries LLC shall cease all further use of Seller's Marks and shall adopt new trademarks, service marks, and trade names which are not confusingly similar to Seller's Marks. All rights not expressly granted in this section with respect to Seller's Marks are hereby reserved. In the event Buyer, the Company or its Subsidiaries materially breach LLC breaches the provisions of this section, the Seller may immediately terminate the License Period upon twenty fifteen (2015) days written notice.

Transitional Trademark License. Effective upon the Closing Date, the Seller and the Seller's affiliates Affiliates, hereby grant to the Company, the Subsidiaries of the Company and the Buyer a nonexclusive, nontransferable, royalty-free license, without right to sublicense, to use, solely in the Company's and its Subsidiaries' businesses business as they are presently it is then conducted, any and all trademarks, service marks, and trade names owned by the Seller and the of Seller's affiliates Marks solely to the extent appearing on existing inventory, advertising materials and property of the Company or its Subsidiaries (such as signage, vehicles, and equipment) (collectively "Seller's Marks") for a period of six (6) months from the Closing Date ("License PeriodLICENSE PERIOD"). The Buyer, Buyer and the Company and its Subsidiaries may use such existing inventory, advertising materials and property during the License Period, but shall not create new inventory, advertising materials or property using Seller's Marks. The Buyer, Buyer and the Company and its Subsidiaries shall promptly replace or remove Seller's Marks on inventory, advertising materials and Property, provided that all such use shall cease no later than the end of the License Period. The nature and quality of all uses of the Seller's Marks by the Buyer, Buyer and the Company and its Subsidiaries shall conform to the Seller's existing quality standardsstandards in existence as of the date hereof (a copy of which has been furnished to Buyer). Immediately upon expiration of the License Period, the Buyer, Buyer and the Company and its Subsidiaries shall cease all further use of Seller's Marks and shall adopt new trademarks, service marks, and trade names which are not confusingly similar to Seller's Marks. All rights not expressly granted in this section with respect to Seller's Marks are hereby reserved. In the event Buyer, If Buyer or the Company or its Subsidiaries materially breach breaches the provisions of this section, the Seller may immediately terminate the License Period upon twenty (20) 15 days advance written notice. Seller shall not use, from and after the Closing Date, any trademarks, service marks or trademarks owned by the Company.