Use of Purchased Assets. From and after the Closing, Sellers shall not use, and acknowledge that they will have no right or license to use, the Purchased Assets in any manner; provided, however, Sellers may continue to use the names “Park Avenue Medical Associates, P.C.” and “Park Avenue Health Care Management, LLC” in connection with the collection of Sellers’ accounts receivable, as set forth on Schedule 1.1. Notwithstanding the foregoing, each Seller shall, at its own expense and within thirty (30) days after Closing, cause the names “Park Avenue Medical Associates, P.C.” and “Park Avenue Health Care Management, LLC” to be deleted from all signs, stationery, websites, advertising and other embodiments pertaining to the Business of such Seller, and each Seller shall have removed any reference to the Business or the Purchased Assets from any and all websites and marketing materials and all websites of Sellers shall have been redirected to a website designated in writing (which may be via electronic transmission) by Acquirors. In no event shall any Seller use the names “Park Avenue Medical Associates, P.C.” or “Park Avenue Health Care Management, LLC” or any other name in a manner adverse to Acquirors or their Affiliates.
Use of Purchased Assets. Use commercially reasonable efforts to use, operate, maintain and repair the Purchased Assets in the ordinary course of business consistent with past practice.
Use of Purchased Assets. From and after the Closing, Seller shall not use, and acknowledge that they will have no right or license to use, the Purchased Assets in any manner; provided, however, Seller may continue to use the name “Geriatric Services, P.C.” in connection with the collection of Seller’s accounts receivable, as set forth on Schedule 1.1. Notwithstanding the foregoing, Seller shall, at its own expense and within thirty (30) days after Closing, cause the name “Geriatric Services, P.C.” to be deleted from all signs, stationery, websites, advertising and other embodiments pertaining to the Business of Seller, and Seller shall have removed any reference to the Business or the Purchased Assets from any and all websites and marketing materials and all websites of Seller shall have been redirected to a website designated in writing (which may be via electronic transmission) by Acquirors. In no event shall Seller use the name “Geriatric Services, P.C.” or any other name in a manner adverse to Acquirors or their Affiliates.
Use of Purchased Assets. Buyer acknowledges its intention to use the Purchased Assets to manufacture the Purchased Models, and acknowledges that it does not intend to acquire the Purchased Assets for resale. Decisions by Buyer about commencement, continuance and discontinuance of manufacturing and volumes of Purchased Models will be based on a number of factors, including, without limitation, Buyer’s resources, market conditions, the competitiveness of Purchased Models in technical obsolescence, performance, sales volumes and price.
Use of Purchased Assets. Buyer agrees to make commercially reasonable efforts to use the Purchased Assets to manufacture the Purchased Models, and acknowledges that the acquisition of the Purchased Assets is not for immediate resale, subject in all instances to the discretion of Buyer described in Section 5.6.
Use of Purchased Assets. Buyer hereby covenants and agrees that it will use the Purchased Assets only as permitted by applicable law and will use and hold the data and personal information included in the Purchased Assets in accordance with applicable law and with the terms and conditions, privacy policy and other terms under which that data and personal information was collected.
Use of Purchased Assets. NCR has taken all steps commercially reasonable to protect its right, title, and interest in and to and the continued use of, the Purchased Assets. Except that NCR has not registered its copyrights in any of the Purchased Assets. NCR is not a party to any distribution, sales or marketing agreements, oral or written, with any third party regarding the Purchased Assets which entitles any persons (1) to act as a distributor or sales or marketing agent on behalf of MSI for the Purchased Assets or (2) to a fee from MSI with respect to any license, sales or maintenance agreement entered into by MSI subsequent to the date of this Agreement.
Use of Purchased Assets. Title to all Purchased Assets and Repurchase Assets shall pass to the Administrative Agent, for the benefit of the Buyers, and the Administrative Agent shall have free and unrestricted use of all Purchased Assets. Nothing in this Repurchase Agreement shall preclude the Administrative Agent from engaging in repurchase transactions with all or a portion of the Purchased Assets or otherwise pledging, selling, repledging, transferring, hypothecating, or rehypothecating all or a portion of the Purchased Assets, including, without limitation, any pledge or assignment to secure obligations to a Federal Reserve Bank (without consent of the Sellers); provided, however, that no such transaction shall relieve the Administrative Agent of its obligation to transfer Purchased Assets hereunder or to pay Income to, or apply Income to the obligations of, the Seller as required by this Repurchase Agreement. Nothing contained in this Repurchase Agreement shall obligate the Administrative Agent to segregate any Purchased Assets delivered to the Administrative Agent by the Sellers.
Use of Purchased Assets. Purchaser acknowledges that the use of the Purchased Assets requires a license from and the approval of TNA. Purchaser agrees that it shall not take any action with respect to the Purchased Assets without first obtaining the approval of TNA. Following the Closing Date, Purchaser shall indemnify and hold harmless Seller, Parent, their Affiliates, successors and permitted assigns and their respective officers, directors, members, employees, agents and representatives, from and against any and all liabilities, whether known or unknown, losses, damages, claims, costs and expenses, interest, awards, judgments and penalties (including reasonable attorneys’ fees and expenses), of any nature whatsoever, which relate to or arise from Purchaser’s breach of this Section 9.5, or any claim made by TNA that the use of the Purchased Assets by Purchaser is in violation of TNA’s rights or assets.
Use of Purchased Assets. Use, operate, maintain and repair all of the Purchased Assets in a normal business manner consistent with its past practices.
