Applicable Transition Period definition

Applicable Transition Period means (a) with respect to Distribution Product and associated Product Labeling, the period commencing on the Closing Date and ending on the date on which all units of Distribution Product included in the Finished Product or otherwise manufactured during the 12 months following the Closing Date have either expired or been sold by or on behalf of Buyer and its Affiliates, and (b) with respect to the Existing Promotional Stock, the period commencing on the Closing Date and ending on the later of (i) the Marketing Authorization Transfer Date for the applicable country and (ii) the date that is six months following the Closing Date.

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Applicable Transition Period means, as applicable: (a) in the case of Purchased Inventory and Transitional Inventory, on a Product-by-Product basis, the period commencing on the Closing Date and ending on the date as of which the Purchased Inventory of such Product delivered at Closing or the Transitional Inventory has been sold or expired; (b) in the case of Existing Stock (excluding Purchased Inventory, Transitional Inventory and Product labels and packaging), the period commencing on the Closing Date and ending on the date that is six months after the Closing Date; provided that, in the case of advertising and promotional materials for a Product contained within the Existing Stock or Transitional Inventory, including website content, the Applicable Transition Period means the period commencing on the Closing Date and ending on the earlier of (i) the date on which the Applicable Transition Period with respect to the packaging of such Product under subsection (c) below expires and (ii) the first anniversary of the Closing Date; or (c) in the case of Product labels and packaging, on a Product-by-Product basis, the period commencing on the Closing Date and ending on the later of the date that is six months following (i) receipt by Buyer or its Affiliates of labeling approval from a Governmental Authority for the relevant Product and (ii) the date on which all Purchased Product Registrations for such Product have been Transferred to Buyer or its Affiliates; provided, that under no circumstances will the Applicable Transition Period for any Product label or packaging for any Product expire later than the date that is 24 months after the Closing Date (with such date to extend to 30 months after the Closing Date with respect to any Purchased Inventory that has not been sold to a Third Party as of the last day in the 24th month following the Closing Date).

Applicable Transition Period means, with respect to each of the uses identified on Attachment F, the period beginning on the Effective Date and continuing for the period identified on Attachment F as applicable to such use.

Examples of Applicable Transition Period in a sentence

Following the Applicable Transition Period, Bioverativ shall cease all use of any of the Retained Names and Marks and it shall not, and shall cause its Affiliates not to, adopt, use, register or seek to register any rights in Trademarks that are substantially similar to, confusingly similar to or dilutive of any of the Retained Names and Marks (including the trade dress used with the Bioverativ Products prior to the Distribution Date).
Notwithstanding the foregoing, with respect to any and all Existing Stock related to Bioverativ Products, Bioverativ shall be permitted to use Retained Names and Marks in or on such Existing Stock following the Applicable Transition Period to the extent required or permitted by any applicable Governmental Entity; provided, that Bioverativ shall use commmercially reasonable efforts to cease using Retained Names and Marks as soon as practicable following the expiration of the Applicable Transition Period.
Following the Applicable Transition Period, Buyer shall cease all use of any of the Retained Names and Marks and it shall not, and shall cause its Affiliates not to, adopt, use, register or seek to register any Trademarks that are confusingly similar to any of the Retained Names and Marks (including the trade dress used with the Products prior to the Closing Date) with respect to the Products or the Product Business.
After the Applicable Transition Period or the earlier termination of the rights of Buyer under this Section 5.7, all rights of Buyer to use the Retained Names and Marks will automatically terminate and Buyer promptly will cease using any Existing Stock.
Notwithstanding the foregoing, with respect to any and all Existing Stock related to Bioverativ Products, Bioverativ shall be permitted to use Retained Names and Marks in or on such Existing Stock following the Applicable Transition Period to the extent required or permitted by any applicable Governmental Entity; provided, that Bioverativ shall use commercially reasonable efforts to cease using Retained Names and Marks as soon as practicable following the expiration of the Applicable Transition Period.
Following the end of the Applicable Transition Period for Distribution Product, as between the Parties, Buyer shall be solely responsible for (including the cost of) the destruction and disposal of, or relabeling of, all Distribution Products and associated Product Labeling within Buyer’s or its Affiliates’ possession or control.
Following the Applicable Transition Period or the earlier termination thereof as permitted in this Section 5.14.1(c), Buyer shall cease all use of the Retained Names and Marks on any Purchased Inventory or on any Supplied Product.
Following the Applicable Transition Period or the earlier termination thereof as permitted in this Section 5.15.1(d), Buyer shall cease its use of the Retained Names and Marks on Distribution Products, Product Labelling and Existing Promotional Stock.
Seller may terminate the Purchased Entities’ continued use of the Perrigo Marks upon written notice to Purchaser if Purchaser or any of the Purchased Entities are in material breach of its or their obligations under this Section 5.7 and have failed to cure such material breach within thirty (30) days following written notice from Seller of such material breach, which shall immediately terminate the Applicable Transition Period.
Buyer shall use, and cause each of its Affiliates to use, commercially reasonable efforts to cease its public use and display of Retained Names and Marks on any Distribution Products, Product Labelling and Existing Promotional Stock as soon as reasonably practicable prior to expiration of the Applicable Transition Period.

More Definitions of Applicable Transition Period

Applicable Transition Period means the period beginning on the Closing Date and ending, unless earlier terminated in accordance with Section 5.7(d), on: (a) with respect to the use of Combination Marks on Product Materials, the date that is six (6) months following the Closing Date; (b) with respect to the use of ▇▇▇▇▇▇▇ ▇▇▇▇▇ other than Combination Marks on Product Materials or in the corporate name or registered trade name of a Purchased Entity whose corporate name or registered trade name, as applicable, incorporates a ▇▇▇▇▇▇▇ ▇▇▇▇ as of immediately prior to Closing, six (6) months following the Closing Date; (c) with respect to Combination Domains, six (6) months following the Closing Date; and (d) with respect to the use of ▇▇▇▇▇▇▇ ▇▇▇▇▇ on preexisting signage, websites and materials other than Product Materials and corporate names, six (6) months following the Closing Date; provided that such periods described in clauses (a) or (b) of this definition shall be extended for one or more additional one-month periods (unless otherwise agreed by the Parties) on a product-by-product, use-by-use and jurisdiction-by-jurisdiction basis only with (subject to the last sentence of this definition) Seller’s prior written consent, which consent will not be unreasonably withheld if and to the extent (x) such extension(s) are reasonably necessary due to the Purchased Entities’ failure to obtain regulatory approval or an amended or new marketing authorization required under applicable Law for the removal and replacement of a ▇▇▇▇▇▇▇ ▇▇▇▇ with respect to, as applicable, Product Materials, corporate names or registered trade names, despite the applicable Purchased Entities having used all commercially reasonable efforts to obtain such regulatory approval or marketing authorization, as applicable, as soon as reasonably possible following the Closing, and (y) at least ten (10) days prior to the expiration of the relevant Applicable Transition Period (as extended), Purchaser gives notice to the Seller evidencing that the conditions for such additional one-month extension periods have been satisfied. The Parties agree that Seller may not withhold its consent to extend such periods described in clauses (a) or (b) of the foregoing sentence (on a product-by-product, use-by-use and jurisdiction-by-jurisdiction basis) up and until a date that is on or prior to the date falling twelve (12) months following the Closing, as applicable, if the conditions in the foregoing clauses (x) and (y) are fulfilled with r...

Applicable Transition Period has the meaning set forth in Section 11.02(a).

Applicable Transition Period has the meaning set forth in Section 6.15(b).

Applicable Transition Period means [***].