Common use of Use of Business Names by Buyer Clause in Contracts

Use of Business Names by Buyer. (i) Buyer acknowledges that Seller has the absolute and exclusive proprietary right to all names, marks, trade names, trademarks, service names and service marks (collectively, "Names") incorporating "California Microwave" or any similar Name and to all corporate symbols or logos (collectively, "Logos") incorporating California Microwave or any similar Name. All rights of Seller and its respective affiliates to which and the goodwill represented thereby and pertaining thereto are being retained by Seller. Buyer agrees that it will not, and will cause the Business not to, use the Name California Microwave or any similar Name or any Logo incorporating such Name or any similar Name in any manner, including in connection with the sale of any products or services or otherwise in the conduct of its business, except as expressly permitted by clause (ii) of this Section 5.2(d). (ii) For a period of six months from the Closing Date (the "Window Period"), Seller shall and hereby irrevocably grants, effective as of the Closing Date, on a fully-paid, royalty-free basis, the Buyer the right to use the California Microwave Logo and the California Microwave Name in connection with the operation of the Business as currently conducted including, during the Window Period, to (A) use any molds or castings included in the equipment or machinery included in the Assets despite the appearance thereon and on the products manufactured therewith of the Name California Microwave or the California Microwave Logo, (B) market and sell all such products produced by the Business and (C) use any other assets on hand included in the Assets, including, without limitation, any catalogs, invoices, packaging material or stationery, bearing the California Microwave Name or California Microwave Logo. Immediately upon the expiration of the Window Period, Buyer shall cease to use in any manner the Name California Microwave or the California Microwave Logo incorporating such Name and remove or obliterate such Name or the California Microwave Logo from any molds, castings, products or other assets and clearly and prominently xxxx the new name of the Business thereon. At all times following the Closing, Buyer shall indicate that neither Buyer nor the Business are affiliated with Seller or any of its affiliates.

Use of Business Names by Buyer. (i) Concurrently with the Closing, Buyer agrees to amend the Certificate of Incorporation of the Company to change the name of the Company to a name that does not include "California Microwave." (ii) Buyer acknowledges that Seller has the absolute and exclusive proprietary right to all names, marks, trade names, trademarks, service names and service marks (collectively, "Names") incorporating "California Microwave" or any similar Name and to all corporate symbols or logos (collectively, "Logos") incorporating California Microwave or any similar Namename. All rights of Seller and its respective affiliates Affiliates to which the same and the goodwill represented thereby and pertaining thereto are being retained by Seller. Buyer agrees that it will not, and will cause the Business not to, use the Name California Microwave Name or any similar Name or any Logo incorporating such Name or any similar Name in any manner, including in connection with the sale of any products or services or otherwise in the conduct of its businessthe Business, except as expressly permitted by clause (iiiii) of this Section 5.2(d)9.5. (iiiii) For a period of six nine (9) months from the Closing Date (the "Window Period"), Seller shall and hereby irrevocably grants, effective as of the Closing Date, on a fully-paid, royalty-free basis, the Buyer the right to use the California Microwave Logo and the California Microwave Name in connection with the operation of the Business as currently conducted including, during the Window Period, to (A) use any molds or castings included in the equipment or machinery included in the Assets despite the appearance thereon and on the products manufactured therewith of the Name California Microwave Name or the California Microwave Logo, (B) market and sell all such products produced by the Business and (C) use any other assets on hand included in the Acquired Assets, including, without limitation, any catalogs, invoices, packaging material or stationery, bearing the California Microwave Name or California Microwave LogoLogo (PROVIDED, HOWEVER, that Buyer shall use its commercially reasonable efforts to cease its use of the California Microwave Name and the California Microwave Logo within six (6) months). Immediately upon the expiration of the Window Period, Buyer shall cease to use in any manner the Name California Microwave Name or the California Microwave Logo incorporating such Name and remove or obliterate such Name or the California Microwave Logo from any molds, castings, products or other assets and clearly and prominently xxxx mark the new name of the Business thereon. At all times following the ClosingXxxsing, Buyer shall not indicate that neither Buyer nor or the Business are is affiliated with Seller or any of its affiliates.

Use of Business Names by Buyer. (ia) Buyer acknowledges that Seller has the absolute and exclusive proprietary right to all names, marks, trade names, trademarks, service names and service marks (collectively, "Names") incorporating "California MicrowaveICF" or "ICF Xxxxxx" or any similar Name and to all corporate symbols or logos (collectively, "Logos") incorporating California Microwave "ICF" or "ICF Xxxxxx" or any similar Name. All rights of Seller and its respective affiliates Affiliates to which the same and the goodwill represented thereby and pertaining thereto are being retained by Seller. Buyer agrees that it will not, and will cause the Business not to, use the ICF or ICF Xxxxxx Name California Microwave or any similar Name or any Logo incorporating such Name or any similar Name in any manner, including in connection with the sale of any products or services or otherwise in the conduct of its businessthe Business, except as expressly permitted by clause subsection (iib) of this Section 5.2(d)8.4. (iib) For a period of six months from the Closing Date or, with respect to any Service Contract that requires a novation by the U.S. Government, until such contract is novated (the "Window Period"), Seller shall and hereby irrevocably grants, effective as of the Closing Date, on a fully-paid, royalty-royalty- free basis, the Buyer to Buyer, the right to use the California Microwave Logo ICF and ICF Xxxxxx Logos and the California Microwave Name ICF and ICF Xxxxxx Names in connection with the operation of the Business as currently conducted including, during the Window Period, to (A) use any molds or castings included in the equipment or machinery included in the Assets despite the appearance thereon and on the products manufactured therewith of the Name California Microwave or the California Microwave Logo, (Bi) market and sell all such services and products produced by the Business and (Cii) use any other assets on hand included in the Assets, including, without limitation, any catalogs, invoices, packaging material or stationery, bearing the California Microwave Name ICF and ICF Xxxxxx Names or California Microwave LogoICF and ICF Xxxxxx Logos (provided, however, that Buyer -------- ------- shall use its commercially reasonable efforts to cease its use of the ICF and ICF Xxxxxx Names and the ICF and ICF Xxxxxx Logos within the Window Period). Immediately upon the expiration of the Window Period, Buyer shall cease to use in any manner the Name California Microwave or ICF and ICF Xxxxxx Names and the California Microwave Logo ICF and ICF Xxxxxx Logos incorporating such Name Names and remove or obliterate such Name or Names and the California Microwave Logo ICF and ICF Xxxxxx Logos from any molds, castings, products or other assets Assets and clearly and prominently xxxx the new name of the Business thereon. At all times following the Closing, Buyer shall not indicate that neither Buyer nor or the Business are is affiliated with Seller or any of its affiliatesAffiliates.

Use of Business Names by Buyer. (ia) Buyer acknowledges that Seller has Sellers have the absolute and exclusive proprietary right to all names, marks, trade names, trademarks, service names and service marks (collectively, "Names") incorporating "California MicrowaveKaiser" or "Kaiser Engineers" or any similar Name and to all corporate symbols or logos (collectively, "Logos") incorporating California Microwave "Kaiser" or "Kaiser Engineers" or any similar Name. All rights of Seller Sellers and its respective affiliates Affiliates to which the same and the goodwill represented thereby and pertaining thereto are being retained by SellerSellers. Buyer agrees that it will not, and will cause the Business not to, use the Kaiser or Kaiser Engineers Name California Microwave or any similar Name or any Logo incorporating such Name or any similar Name in any manner, including in connection with the sale of any products or services or otherwise in the conduct of its businessthe Business, except as expressly permitted by clause subsection (iib) of this Section 5.2(d)7.2. (iib) For a period of six months from the Closing Date or, with respect to any Assumed Contract obligation that requires a novation by the U.S. Government, until such contract is novated (the "Window Period"), Seller shall and hereby irrevocably grants, effective as of the Closing Date, on a fully-paid, royalty-free basis, the Buyer to Buyer, the right to use the California Microwave Logo Kaiser and Kaiser Engineers Logos and the California Microwave Name Kaiser and Kaiser Engineers Names in connection with the operation of the Business as currently conducted including, during the Window Period, to (A) use any molds or castings included in the equipment or machinery included in the Assets despite the appearance thereon and on the products manufactured therewith of the Name California Microwave or the California Microwave Logo, (Bi) market and sell all such services and products produced by the Business and (Cii) use any other assets on hand included in the Transferred Assets, including, without limitation, any catalogs, invoices, packaging material or stationery, bearing the California Microwave Name Kaiser and Kaiser Engineers Names or California Microwave LogoKaiser and Kaiser Engineers Logos (provided, however, that Buyer shall use its commercially reasonable efforts to cease its use of the Kaiser and Kaiser Engineers Names and the Kaiser and Kaiser Engineers Logos within the Window Period). Immediately upon the expiration of the Window Period, Buyer shall cease to use in any manner the Name California Microwave or Kaiser and Kaiser Engineers Names and the California Microwave Logo Kaiser and Kaiser Engineers Logos incorporating such Name Names and remove or obliterate such Name or Names and the California Microwave Logo Kaiser and Kaiser Engineers Logos from any molds, castings, products or other assets and clearly and prominently xxxx the new name of the Business thereon, except to the extent provided pursuant to the Kaiser Trademark License Agreement. At all times following the Closing, Buyer shall not indicate that neither Buyer nor or the Business are is affiliated with any Seller or any of its affiliatesAffiliates.

Use of Business Names by Buyer. (ia) Buyer acknowledges that Seller has the absolute and exclusive proprietary right to all names, marks, trade names, trademarks, service names and service marks (collectively, "Names") incorporating "California MicrowaveICF" or "ICF Xxxxxx" or any similar Name and to all corporate symbols or logos (collectively, "Logos") incorporating California Microwave "ICF" or "ICF Xxxxxx" or any similar Name. All rights of Seller and its respective affiliates Affiliates to which the same and the goodwill represented thereby and pertaining thereto are being retained by Seller. Buyer agrees that it will not, and will cause the Business not to, use the ICF or ICF Xxxxxx Name California Microwave or any similar Name or any Logo incorporating such Name or any similar Name in any manner, including in connection with the sale of any products or services or otherwise in the conduct of its businessthe Business, except as expressly permitted by clause subsection (iib) of this Section 5.2(d)8.4. (iib) For a period of six months from the Closing Date or, with respect to any Service Contract that requires a novation by the U.S. Government, until such contract is novated (the "Window Period"), Seller shall and hereby irrevocably grants, effective as of the Closing Date, on a fully-paid, royalty-royalty- free basis, the Buyer to Buyer, the right to use the California Microwave Logo ICF and ICF Xxxxxx Logos and the California Microwave Name ICF and ICF Xxxxxx Names in connection with the operation of the Business as currently conducted including, during the Window Period, to (A) use any molds or castings included in the equipment or machinery included in the Assets despite the appearance thereon and on the products manufactured therewith of the Name California Microwave or the California Microwave Logo, (Bi) market and sell all such services and products produced by the Business and (Cii) use any other assets on hand included in the Assets, including, without limitation, any catalogs, invoices, packaging material or stationery, bearing the California Microwave Name ICF and ICF Xxxxxx Names or California Microwave LogoICF and ICF Xxxxxx Logos (provided, however, that Buyer shall -------- ------- use its commercially reasonable efforts to cease its use of the ICF and ICF Xxxxxx Names and the ICF and ICF Xxxxxx Logos within the Window Period). Immediately upon the expiration of the Window Period, Buyer shall cease to use in any manner the Name California Microwave or ICF and ICF Xxxxxx Names and the California Microwave Logo ICF and ICF Xxxxxx Logos incorporating such Name Names and remove or obliterate such Name or Names and the California Microwave Logo ICF and ICF Xxxxxx Logos from any molds, castings, products or other assets Assets and clearly and prominently xxxx the new name of the Business thereon. At all times following the Closing, Buyer shall not indicate that neither Buyer nor or the Business are is affiliated with Seller or any of its affiliatesAffiliates.

Use of Business Names by Buyer. (i) Buyer acknowledges that Seller has the absolute and exclusive proprietary right to all names, marks, trade names, trademarks, service names and service marks (collectively, "Names") incorporating "California Microwave" or any similar Name and to all corporate symbols or logos (collectively, "Logos") incorporating California Microwave or any similar Name. All rights of Seller and its respective affiliates to which and the goodwill represented thereby and pertaining thereto are being retained by Seller. Buyer agrees that it will not, and will cause the Business not to, use the Name California Microwave or any similar Name or any Logo incorporating such Name or any similar Name in any manner, including in connection with the sale of any products or services or otherwise in the conduct of its business, except as expressly permitted by clause (ii) of this Section 5.2(d). (ii) For a period of six months from the Closing Date (the "Window Period"), Seller shall and hereby irrevocably grants, effective as of the Closing Date, on a fully-paid, royalty-free basis, the Buyer the right to use the California Microwave Logo and the California Microwave Name in connection with the operation of the Business as currently conducted including, during the Window Period, to (A) use any molds or castings included in the equipment or machinery included in the Assets despite the appearance thereon and on the products manufactured therewith of the Name California Microwave or the California Microwave Logo, (B) market and sell all such products produced by the Business and (C) use any other assets on hand included in the Assets, including, without limitation, any catalogs, invoices, packaging material or stationery, bearing the California Microwave Name or California Microwave Logo. Immediately upon the expiration of the Window Period, Buyer shall cease to use in any manner the Name California Microwave or the California Microwave Logo incorporating such Name and remove or obliterate such Name or the California Microwave Logo from any molds, castings, products or other assets and clearly and prominently xxxx the mark xxx new name of the Business thereon. At all times following the Closing, Buyer shall indicate that neither Buyer nor the Business are affiliated with Seller or any of its affiliates.

Use of Business Names by Buyer. (i) Buyer acknowledges that Seller has the absolute and exclusive proprietary right to all names, marks, trade names, trademarks, service names and service marks (collectively, "Names") incorporating "California Microwave" or any similar Name and to all corporate symbols or logos (collectively, "Logos") incorporating California Microwave or any similar Name. All rights of Seller and its respective affiliates to which and the goodwill represented thereby and pertaining thereto are being retained by Seller. Buyer agrees that it will not, and will cause the Business not to, use the Name California Microwave or any similar Name or any Logo incorporating such Name or any similar Name in any manner, including in connection with the sale of any products or services or otherwise in the conduct of its the business, except as expressly permitted by clause (ii) of this Section 5.2(d)) or as permitted by the Cross-License Agreement. (ii) For a period of six months from the Closing Date (the "Window Period"), Seller shall and hereby irrevocably grants, effective as of the Closing Date, on a fully-paid, royalty-free basis, the Buyer the right to use the California Microwave Logo and the California Microwave Name in connection with the operation of the Business as currently conducted including, during the Window Period, to (A) use any molds or castings included in the equipment or machinery included in the Assets despite the appearance thereon and on the products manufactured therewith of the Name California Microwave or the California Microwave Logo, (B) market and sell all such products produced by the Business Business, and (C) use any other assets on hand included in the Assets, including, without limitation, any catalogs, invoices, packaging material or stationery, bearing the California Microwave Name or California Microwave Logo. Immediately upon the expiration of the Window Period, Buyer shall cease to use in any manner the Name California Microwave or the California Microwave Logo incorporating such Name and remove or obliterate such Name or the California Microwave Logo from any molds, castings, products or other assets and clearly and prominently xxxx the mark xxx new name of the Business thereon; provided, however, that, notwithstanding the foregoing, Buyer shall continue to have the right following the expiration of the Window Period, on a fully-paid, royalty-free basis, to market and sell all products having thereon the Name California Microwave or the California Microwave Logo incorporating such Name that (i) were manufactured during the Window Period in the ordinary course of business, or (ii) were manufactured by the Business prior to the Closing, it being the intent of the Buyer, however, to phase out the use of the Name California Microwave and the California Microwave Logo incorporating such Name as quickly as possible after the Closing. At all times following the Closing, Buyer shall indicate that neither Buyer nor the Business are affiliated with Seller or any of its affiliates.

Use of Business Names by Buyer. (i) Buyer acknowledges that Seller has the absolute and exclusive proprietary right to all names, marks, trade names, trademarks, service names and service marks (collectively, "Names") incorporating "California Microwave" or any similar Name and to all corporate symbols or logos (collectively, "Logos") incorporating California Microwave or any similar Name. All rights of Seller and its respective affiliates to which and the goodwill represented thereby and pertaining thereto are being retained by Seller. Buyer agrees that it will not, and will cause the Business not to, use the Name California Microwave or any similar Name or any Logo incorporating such Name or any similar Name in any manner, including in connection with the sale of any products or services or otherwise in the conduct of its business, except as expressly permitted by clause (ii) of this Section 5.2(d). (ii) For a period of six months from the Closing Date (the "Window Period"), Seller shall and hereby irrevocably grants, effective as of the Closing Date, on a fully-paid, royalty-free basis, the Buyer the right to use the California Microwave Logo and the California Microwave Name in connection with the operation of the Business as currently conducted including, during the Window Period, to (A) use any molds or castings included in the equipment or machinery included in the Assets despite the appearance thereon and on the products manufactured therewith of the Name California Microwave or the California Microwave Logo, (B) market and sell all such products produced by the Business and (C) use any other assets on hand included in the Assets, including, without limitation, any catalogs, invoices, packaging material or stationery, bearing the California Microwave Name or California Microwave Logo. Immediately upon the expiration of the Window Period, Buyer shall cease to use in any manner the Name California Microwave or the California Microwave Logo incorporating such Name and remove or obliterate such Name or the California Microwave Logo from any molds, castings, products or other assets and clearly and prominently xxxx mark the new name of the Business thereon. At all times following the xxx Closing, Buyer shall indicate that neither Buyer nor the Business are affiliated with Seller or any of its affiliates.