Common use of Excluded Intellectual Property Clause in Contracts

Excluded Intellectual Property. Buyer agrees that it will not use, and after Closing shall cause its Affiliates not to use, any of the Excluded Intellectual Property. Buyer acknowledges and agrees with Seller that the Excluded Intellectual Property and the goodwill represented thereby and pertaining thereto, are being retained by Seller and its Affiliates. Within sixty (60) days following the Closing Date, Buyer shall remove all identifications of Excluded Intellectual Property from all Acquired Assets, line markers materials, supplies, invoices or related items used by Buyer. Buyer will promptly, but in no event later than thirty (30) days after the Closing Date, contact every appropriate one-call agency in the vicinity of the Acquired Assets and have the contact information for one-calls changed from Seller’s or its Affiliates’ name to Buyer’s name. Buyer shall also provide revised maps to the one-call agencies where appropriate or required.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Western Refining, Inc.), Asset Purchase Agreement (Western Refining, Inc.)

Excluded Intellectual Property. Buyer agrees that it will not use, and after Closing shall cause its Affiliates not to use, any of the Excluded Intellectual Property. Buyer acknowledges and agrees with Seller that the Excluded Intellectual Property and the goodwill represented thereby and pertaining thereto, are being retained by Seller and its Affiliates. Notwithstanding the foregoing, Buyer agrees that it will not use, and after Closing shall cause its Affiliates not to use, any of the Excluded Intellectual Property. Within sixty (60) days following the Closing Date, Buyer shall remove all identifications of Excluded Intellectual Property from all Acquired Assets, line markers materials, supplies, invoices or related items used by Buyer. Buyer will promptly, but in no event later than thirty (30) days after the Closing Date, contact every appropriate applicable one-call agency in the vicinity of the Acquired Assets and have the contact information for one-calls changed from Seller’s or its Affiliates’ Affiliate’s name to Buyer’s or its Affiliate’s name. Buyer shall also provide revised maps to the one-call agencies where appropriate or required.

Appears in 1 contract

Sources: Asset Purchase Agreement (TransMontaigne Partners L.P.)