Assignment of Trademarks. Assign to ▇▇▇▇▇ or its designee all of PFIZER’s and its Affiliates’ right, title and interest in and to the Trademarks in the Territory and any other trademark that PFIZER is using in connection with a Licensed Product on the effective date of termination. In the case of each of clauses (i) through (vi) of this Section 12.2(d), ▇▇▇▇▇ shall reimburse PFIZER for amounts specified therein and for any out-of-pocket expenses incurred by PFIZER in connection with such deliveries, transfers and assignments within [************************] days of receiving notice from PFIZER containing a reasonable detailed accounting of such costs. The parties agree that (A) any failure by PFIZER to provide immaterial data, information, reports, records, correspondence or other materials to ▇▇▇▇▇ pursuant to this Section 12.2(d) shall not be a breach of PFIZER’s obligations under this Section 12.2(d); (B) in no event shall PFIZER be required by any Third Party to retain any obligations or liabilities relating to the Licensed Products following any delivery, transfer or assignment pursuant to this Section 12.2(d); and (C) ▇▇▇▇▇ hereby releases PFIZER from any and all liabilities in connection with any delivery, transfer or assignment pursuant to this Section 12.2(d). For purposes of this Section 12.2(d), all of the defined terms and related provisions used in or referenced by this Section 12.2(d) shall survive termination of this Agreement. PFIZER shall execute all documents and take such further actions as may be reasonably requested by ▇▇▇▇▇ in order to give effect to the foregoing clauses (i) through (vii).
Appears in 3 contracts
Sources: License Agreement (Coley Pharmaceutical Group, Inc.), License Agreement (Coley Pharmaceutical Group, Inc.), License Agreement (Coley Pharmaceutical Group, Inc.)