Efforts to Remove. (a) Each Licensee shall use reasonable best efforts to remove and cease using any Licensed Trademarks that appear on any publicly available or promotional materials used by any member of the SpinCo Group or their Affiliates within the SpinCo Business as soon as reasonably practical following the Effective Date. (b) Notwithstanding any other provision of this Agreement to the contrary, (i) Licensee may continue to sell any inventory of Licensed Products that are manufactured and marked with the Licensed Trademarks prior to such Licensee’s receipt of the relevant Product Approval (including, for clarity, any works-in-process or products for which manufacturing and/or marking with the Licensed Trademarks commenced prior to such Licensee’s receipt of the relevant Product Approval) (such Licensed Products, the “Existing Inventory”); and (ii) no Licensee shall be required to arrange the recall, relabel, repackage, destroy, or otherwise modify any Existing Inventory of any Licensed Products sold prior to such Licensee’s receipt of the relevant Product Approval,
Appears in 2 contracts
Sources: Transitional Trademark License Agreement (ZimVie Inc.), Transitional Trademark License Agreement (Zimmer Biomet Holdings, Inc.)
Efforts to Remove. (a) Each Licensee shall use commercially reasonable best efforts to remove and cease using any Licensed Trademarks that appear on any publicly available or promotional materials used by any member of the SpinCo Group or their Affiliates within the SpinCo Business as soon as reasonably practical following the Effective Date.
(b) Notwithstanding any other provision of this Agreement to the contrary, (i) Licensee may continue to sell any inventory of Licensed Products that are manufactured and marked with the Licensed Trademarks prior to such Licensee’s receipt of the relevant Product Approval (including, for clarity, any works-in-process or products for which manufacturing and/or marking with the Licensed Trademarks commenced prior to such Licensee’s receipt of the relevant Product Approval) (such Licensed Products, the “Existing Inventory”); and (ii) no Licensee shall be required to arrange the recall, relabel, repackage, destroy, or otherwise modify any Existing Inventory of any Licensed Products sold prior to such Licensee’s receipt of the relevant Product Approval,
Appears in 1 contract
Sources: Transitional Trademark License Agreement (ZimVie Inc.)