Common use of No Use of Certain Names Clause in Contracts

No Use of Certain Names. After the Purchase Closing, Purchaser shall promptly, and in any event by six (6) months after the later of (i) Purchase Closing Date, and (ii) to the extent a period of time greater than six (6) months is required to obtain any required approvals of applicable Governmental or Regulatory Authorities in any jurisdiction for such changes, receipt of all such required approvals, (a) revise any and all Product literature and labeling to delete all references to the BMS Names, and (b) delete all references to BMS’ or any Selling Affiliate’s customer service addresses or telephone numbers on Product literature and labeling; provided, that Purchaser may continue to sell in the Ordinary Course of Business any finished Products included in the Transferred Inventory as of the Purchase Closing Date, and any Product that is part of an open order placed by Purchaser prior to the Purchase Closing Date pursuant to the Supply Agreement for delivery after the Purchase Closing Date, containing the BMS Names until the later of (x) one (1) year after the Purchase Closing Date, and (y) the receipt of the last of all such required approvals. In no event shall Purchaser use any BMS Names, addresses or telephone numbers after the Purchase Closing in any manner or for any purpose different from the use of such BMS Names, addresses or telephone numbers by BMS, any Selling Affiliate or Purchaser with respect to the Products in the Territory, the Acquired Assets or the conduct of the Business during the ninety (90)-day period preceding the Purchase Closing.

No Use of Certain Names. After (a) Except as set forth in this Section 7.06, following the Purchase Closing, Purchaser shall not have any rights by virtue of this Agreement or any of the transactions or agreements contemplated hereby to any Names. (b) Purchaser shall promptly, and in any event by within six (6) months after the later Closing, complete the revision of all product literature relating to the Product, including, without limitation, by deleting all references (i) Purchase Closing Date, to the Names and (ii) to the extent Seller's or its Affiliates' customer service address or phone number. For a period of time greater than six (6) months is required to obtain any required approvals of applicable Governmental or Regulatory Authorities in any jurisdiction for such changesfrom the Closing Date, receipt of all such required approvals, (a) revise any and all Product literature and labeling to delete all references to the BMS Names, and (b) delete all references to BMS’ or any Selling Affiliate’s customer service addresses or telephone numbers on Product literature and labeling; provided, that Purchaser may continue to sell in distribute product literature that uses any Names, addresses or phone numbers to the Ordinary Course of Business any finished Products included in extent that such literature exists on the Transferred Inventory as of the Purchase Closing Date, and Seller hereby grants to Purchaser rights under any copyrights and other intellectual property owned by Seller to the extent necessary to allow Purchaser to so use such product literature during such period; provided, however, that (i) Purchaser shall institute appropriate procedures (which procedures may be tracking of lot number information) to ensure that the Product that is part finished or sold by, or on behalf of an open order placed by Purchaser Purchaser, can be distinguished from the Product finished or sold by, or on behalf of, Seller prior to the Purchase Closing Date pursuant and (ii) Purchaser shall be solely responsible for ensuring that the content, use and distribution of such product literature complies and is conducted in accordance with applicable Requirements of Laws. (c) Seller, BMS and ▇▇▇▇▇▇▇▇ hereby grant permission to Purchaser under the Names to the Supply Agreement for delivery after extent necessary to allow Purchaser and its Affiliates and their designees to market, distribute and sell the Purchase Closing DateInventory; and none of Seller, containing BMS or ▇▇▇▇▇▇▇▇ shall revoke such permission prior to the BMS Names until the later completion of (x) one (1) year after the Purchase Closing DatePurchaser's marketing, distribution, and (y) the receipt sale of the last of all such required approvals. Inventory. (d) In no event shall Purchaser use any BMS Names, addresses or telephone numbers Names after the Purchase Closing Date in any manner or for any purpose different from the use of such BMS Names, addresses or telephone numbers Names by BMS, any Selling Affiliate or Purchaser with respect to the Products in the Territory, the Acquired Assets or the conduct of the Business Seller during the ninety (90)-day period preceding the Purchase ClosingClosing Date. (e) Purchaser shall use all reasonable commercial efforts to obtain its own NDC Numbers for the Product as soon as practicable after the Closing and in any event within ninety (90) days thereafter.