Common use of Use of the Seller Name Clause in Contracts

Use of the Seller Name. (a) Buyer and Seller agree as follows: (i) Except as provided below, immediately after the Closing Date, Buyer and any Buyer Designee shall cease using “Infineon”, “Infineon Technologies”, “IFX” or “Infineon Technologies AG”) or other similar xxxx (all of the aforementioned collectively, the “Seller Name”) and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) in all invoices, letterhead, advertising and promotional materials, office forms or business cards; (ii) Except as provided below, within 9 months after the Closing Date, Buyer shall (x) remove the Seller Name from any facilities or vehicles that are not owned or used by Seller or its Subsidiaries and (y) cease using the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) in electronic databases, web sites, product instructions, packaging (except as provided below) and other materials, printed or otherwise (except that Buyer shall have the right to use the Seller Name in connection with any reference to the Wireline Communications Business prior to the Closing Date, but only in a fashion that is not indicative of the source of any goods or services or directed to promotion of the Wireline Communications Business); (iii) Buyer shall not be required at any time to remove the Seller Name and any such other trademark, design or logo from schematics, plans, manuals, drawings, machinery, tooling including hand tools, and the like of the Wireline Communications Business in existence as of the Closing Date to the extent that such instrumentalities are used (x) in the ordinary internal conduct of the Wireline Communications Business and are neither generally observed by the public nor intended for use as means to effectuate or enhance sales (y) in connection with services provided by Seller under the IT Transitional Services Agreement; (iv) Notwithstanding the above, Buyer shall have the right (A) to xxxx or have marked current products of the Wireline Communications Business with the Seller Name for a period of 9 months after Closing, and (B) to sell the Purchased Inventory and any inventory supplied by Seller under the Wafer Supply and Service Agreement and the Transitional Assembly and Test Service Agreement and to use existing packaging, labeling, containers, supplies, advertising materials, technical data sheets and any similar materials bearing the Seller Name or any other trademark, design or logo previously or currently used by Seller or any of its Affiliates until the depletion of the Purchased Inventory and any inventory supplied by Seller under the Wafer Supply and Service Agreement and the Transitional Assembly and Test Service Agreement. For the avoidance of doubt, Buyer shall have no obligation to cause any Third Party (including agents and distributors) to cease using any Seller Name on goods or in any sales or other material in such third party’s possession upon the expiry of the time periods set forth in Section 9(a)(ii) and Section 9(a)(iv); (v) Buyer shall use Reasonable Efforts to remove the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) from those assets of the Wireline Communications Business (including tools, molds, and machines) used in association with the products of the Wireline Communications Business or otherwise reasonably used in the conduct of the Wireline Communications Business after the Closing; for the purposes of this Section 9.3(a)(v), “Reasonable Efforts” means Buyer shall remove the Seller Name from such assets but only at such time when such asset is not operated or otherwise is taken out of service in the normal course of business due to regular maintenance or repair (but only for such repairs or maintenance where such removal could normally be undertaken, for example, repair or maintenance of a mold cavity) whichever occurs first. Buyer shall not be required to perform such removal on such assets that are not or are no longer used to manufacture the products of the Wireline Communications Business or other parts, or if discontinuance of use of such assets is reasonably anticipated during such time period, or from assets stored during that period provided that such marks are removed upon such asset’s return to service or prior to their sale or other disposition.

Use of the Seller Name. (a) Buyer and Seller agree as follows: (i) Except as provided below, immediately after the Closing Date, Buyer and any Buyer Designee shall cease using “Infineon”, “Infineon Technologies”, “IFXLSI,” or “Infineon Technologies AG”) LSI Corporation” or other similar xxxx (all of the aforementioned collectively, the “Seller Name”) and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) in all invoices, letterhead, advertising and promotional materials, office forms or business cards; (ii) Except as provided below, within 9 three (3) months after the Closing Date, Buyer shall (xA) remove the Seller Name from any facilities other trademark, design or vehicles that are not owned logo previously or currently used by Seller or any of its Subsidiaries Affiliates from all buildings, signs and vehicles of the Engenio Business; and (yB) cease using the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) in electronic databases, web sites, product instructions, packaging (except as provided below) and other materials, printed or otherwise (except that Buyer shall have the right to use the Seller Name in connection with any reference to the Wireline Communications Business prior to the Closing Date, but only in a fashion that is not indicative of the source of any goods or services or directed to promotion of the Wireline Communications Business);otherwise. (iii) Buyer and Buyer Designees shall not be required at any time to remove the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates from Inventory of the Engenio Business that is in existence as of the Closing Date, nor shall Buyer nor Buyer Designees be required at any time to remove such Seller Name and any such other trademark, design or logo from schematics, plans, manuals, drawings, machinery, tooling including hand tools, and the like of the Wireline Communications Engenio Business in existence as of the Closing Date to the extent that such instrumentalities are used (x) in the ordinary internal operation or conduct of the Wireline Communications Engenio Business and are neither generally observed by the public nor intended for use as means to effectuate or enhance sales (y) in connection with services provided by Seller under the IT Transitional Services Agreementsales; (iv) Notwithstanding the above, Buyer and Buyer Designees shall have the right (A) to xxxx or have marked current products of the Wireline Communications Business with the Seller Name for a period of 9 months after Closing, and (B) to sell the Purchased existing Inventory and any inventory supplied by Seller under the Wafer Supply and Service Agreement and the Transitional Assembly and Test Service Agreement and to use existing packaging, labeling, containers, supplies, advertising materials, technical data sheets and any similar materials bearing the Seller Name or any other trademark, design or logo previously or currently used by Seller or any of its Affiliates until the earlier of (A) one year after the Closing Date or (B) the depletion of the Purchased Inventory and any inventory supplied by Seller under the Wafer Supply and Service Agreement and the Transitional Assembly and Test Service Agreement. For the avoidance of doubt, Buyer shall have no obligation to cause any Third Party (including agents and distributors) to cease using any Seller Name on goods or in any sales or other material in such third party’s possession upon the expiry of the time periods set forth in Section 9(a)(ii) and Section 9(a)(iv)existing Inventory; (v) Buyer and Buyer Designees shall use Reasonable Efforts (as defined below) to remove the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) from those assets of the Wireline Communications Engenio Business (including such as, but not limited to, tools, molds, and machines) used in association with the products of the Wireline Communications Business Engenio Products or otherwise reasonably used in the operation or conduct of the Wireline Communications Engenio Business after the Closing; for . For the purposes of this Section 9.3(a)(v5.8(a)(v), “Reasonable Efforts” means Buyer and Buyer Designees shall remove the Seller Name from such assets but only at such time when such asset is not operated or otherwise is taken out of service in the normal course of business due to regular maintenance or repair (but only for such repairs or maintenance where such removal could normally be undertaken, for example, repair or maintenance of a mold cavity) whichever occurs first; provided that, in no event shall Buyer or any Buyer Designee use the Seller Name after the date which is one (1) year from the Closing Date. Buyer and Buyer Designees shall not be required to perform such removal on such assets that are not or are no longer used to manufacture the products of the Wireline Communications Business Engenio Products or other parts, or if discontinuance of use of such assets is reasonably anticipated during such time period, or from assets stored during that period provided that such marks are removed upon such asset’s return to service or prior to their sale or other disposition.

Use of the Seller Name. (a) Buyer and Seller agree as follows: (i) Except as provided below, immediately after the Closing Date, Buyer and any Buyer Designee shall cease using “Infineon”, “Infineon Technologies”, “IFXNMS,” or “Infineon Technologies AG”) NMS Corporation” or other similar xxxx (all of the aforementioned collectively, the “Seller Name”) and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement or licensed pursuant to the License Agreement) in all invoices, letterhead, advertising and promotional materials, office forms or business cards; (ii) Except as provided below, within 9 three (3) months after the Closing Date, Buyer shall (xA) remove the Seller Name from any facilities other trademark, design or vehicles that are not owned logo previously or currently used by Seller or any of its Subsidiaries Affiliates from all buildings and signs of the Purchased Business; and (yB) cease using the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement or licensed pursuant to the License Agreement) in electronic databases, web sites, product instructions, packaging (except as provided below) and other materials, printed or otherwise (except otherwise. Notwithstanding the foregoing, Buyer and Buyer Designees shall not be restricted in using any packaging materials that Buyer shall have the right to use the Seller Name are in connection with any reference to the Wireline Communications Business prior to inventory as of the Closing Date, but only in a fashion that is not indicative of the source of any goods or services or directed to promotion of the Wireline Communications Business); (iii) Buyer and Buyer Designees shall not be required at any time to remove the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates from inventory of the Purchased Business that is in existence as of the Closing Date, nor shall Buyer nor Buyer Designees be required at any time to remove such Seller Name and any such other trademark, design or logo from schematics, plans, manuals, drawings, machinery, tooling including hand tools, and the like of the Wireline Communications Purchased Business in existence as of the Closing Date to the extent that such instrumentalities are used (x) in the ordinary internal conduct of the Wireline Communications Purchased Business and are neither generally observed by the public nor intended for use as means to effectuate or enhance sales (y) in connection with services provided by Seller under the IT Transitional Services Agreementsales; (iv) Notwithstanding the above, Buyer and Buyer Designees shall have the right (A) to xxxx or have marked current products of the Wireline Communications Business with the Seller Name for a period of 9 months after Closing, and (B) to sell the Purchased Inventory and any existing inventory supplied by Seller under the Wafer Supply and Service Agreement and the Transitional Assembly and Test Service Agreement and to use existing packaging, labeling, containers, supplies, advertising materials, technical data sheets and any similar materials bearing the Seller Name or any other trademark, design or logo previously or currently used by Seller or any of its Affiliates until the earlier of (A) one year after the Closing Date or (B) the depletion of the Purchased Inventory and any inventory supplied by Seller under the Wafer Supply and Service Agreement and the Transitional Assembly and Test Service Agreement. For the avoidance of doubt, Buyer shall have no obligation to cause any Third Party (including agents and distributors) to cease using any Seller Name on goods or in any sales or other material in such third party’s possession upon the expiry of the time periods set forth in Section 9(a)(ii) and Section 9(a)(iv)existing inventory; (v) Buyer and Buyer Designees shall use Reasonable Efforts (as defined below) to remove the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement or licensed pursuant to the License Agreement) from those assets of the Wireline Communications Purchased Business (including such as, but not limited to, tools, molds, and machines) used in association with the products of the Wireline Communications Purchased Business or otherwise reasonably used in the conduct of the Wireline Communications Purchased Business after the Closing; for . For the purposes of this Section 9.3(a)(v5.8(a)(v), “Reasonable Efforts” means Buyer and Buyer Designees shall remove the Seller Name from such assets but only at such time when such asset is not operated or otherwise is taken out of service in the normal course of business due to regular maintenance or repair (but only for such repairs or maintenance where such removal could normally be undertaken, for example, repair or maintenance of a mold cavity) whichever occurs first; provided that, in no event shall Buyer or any Buyer Designee use the Seller Name after the date which is six (6) months from the Closing Date. Buyer and Buyer Designees shall not be required to perform such removal on such assets that are not or are no longer used to manufacture the products of the Wireline Communications Purchased Business or other parts, or if discontinuance of use of such assets is reasonably anticipated during such time period, or from assets stored during that period provided that such marks are removed upon such asset’s return to service or prior to their sale or other disposition.

Use of the Seller Name. (a) Buyer and Seller agree as follows: (i) Except as provided below, immediately after the Closing Date, Buyer and any Buyer Designee shall cease using “Infineon”, Agere,” “Infineon Technologies”, Agere Systems,” “IFXLSI,” or “Infineon Technologies AGLSI Corporation”) or other similar xxxx mxxx (all of the aforementioned collectively, the “Seller LSI Name”) and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) in all invoices, letterhead, advertising and promotional materials, office forms or business cards; (ii) Except as provided below, within 9 three (3) months after the Closing Date, Buyer shall (xA) remove the Seller Name from any facilities other trademark, design or vehicles that are not owned logo previously or currently used by Seller or any of its Subsidiaries Affiliates from all buildings, signs and vehicles of the Mobility Business; and (yB) cease using the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) in electronic databases, web sites, product instructions, packaging (except as provided below) and other materials, printed or otherwise (except otherwise. Notwithstanding the foregoing, Buyer and Buyer Designees shall not be restricted in using any packaging materials that Buyer shall have the right to use the Seller Name are in connection with any reference to the Wireline Communications Business prior to inventory as of the Closing Date, but only in a fashion that is not indicative of the source of any goods or services or directed to promotion of the Wireline Communications Business); (iii) Buyer and Buyer Designees shall not be required at any time to remove the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates from inventory of the Mobility Business that is in existence as of the Closing Date, nor shall Buyer nor Buyer Designees be required at any time to remove such Seller Name and any such other trademark, design or logo from schematics, plans, manuals, drawings, machinery, tooling including hand tools, and the like of the Wireline Communications Mobility Business in existence as of the Closing Date to the extent that such instrumentalities are used (x) in the ordinary internal conduct of the Wireline Communications Mobility Business and are neither generally observed by the public nor intended for use as means to effectuate or enhance sales (y) in connection with services provided by Seller under the IT Transitional Services Agreementsales; (iv) Notwithstanding the above, Buyer and Buyer Designees shall have the right (A) to xxxx or have marked current products of the Wireline Communications Business with the Seller Name for a period of 9 months after Closing, and (B) to sell the Purchased Inventory and any existing inventory supplied by Seller under the Wafer Supply and Service Agreement and the Transitional Assembly and Test Service Agreement and to use existing packaging, labeling, containers, supplies, advertising materials, technical data sheets and any similar materials bearing the Seller Name or any other trademark, design or logo previously or currently used by Seller or any of its Affiliates until the earlier of (A) one year after the Closing Date or (B) the depletion of the Purchased Inventory and any inventory supplied by Seller under the Wafer Supply and Service Agreement and the Transitional Assembly and Test Service Agreement. For the avoidance of doubt, Buyer shall have no obligation to cause any Third Party (including agents and distributors) to cease using any Seller Name on goods or in any sales or other material in such third party’s possession upon the expiry of the time periods set forth in Section 9(a)(ii) and Section 9(a)(iv)existing inventory; (v) Buyer and Buyer Designees shall use Reasonable Efforts (as defined below) to remove the Seller Name and any other trademark, design or logo previously or currently used by Seller or any of its Affiliates (other than those that are transferred pursuant to the Intellectual Property Agreement) from those assets of the Wireline Communications Mobility Business (including such as, but not limited to, tools, molds, and machines) used in association with the products of the Wireline Communications Mobility Business or otherwise reasonably used in the conduct of the Wireline Communications Business after the Closing; for the purposes of this Section 9.3(a)(v), “Reasonable Efforts” means Buyer shall remove the Seller Name from such assets but only at such time when such asset is not operated or otherwise is taken out of service in the normal course of business due to regular maintenance or repair (but only for such repairs or maintenance where such removal could normally be undertaken, for example, repair or maintenance of a mold cavity) whichever occurs first. Buyer shall not be required to perform such removal on such assets that are not or are no longer used to manufacture the products of the Wireline Communications Business or other parts, or if discontinuance of use of such assets is reasonably anticipated during such time period, or from assets stored during that period provided that such marks are removed upon such asset’s return to service or prior to their sale or other disposition.Mobility Business