Common use of POST TERM OBLIGATIONS Clause in Contracts

POST TERM OBLIGATIONS. (a) Within 6 months of the expiration (or sooner termination) of this Agreement, the Franchisee shall immediately: (i) Discontinue any use whatsoever of Little Switzerland's trade name and other Licensed Marks, shall take such action necessary to cancel or change any assumed name or equivalent registration and/or to transfer any rights therein or thereto back to Franchisor, and shall, at its own expense, make or cause to be made such changes in signs and supplies in order to distinguish Franchisee effectively from its former association with other Little Switzerland stores to the intent that the Franchisee shall cease to carry on business under the name and style of "Little Switzerland" or any name confusingly similar thereto; (ii) Cease operation or do business under any name or in any manner that might tend to give the general public the reasonable impression that this Agreement is still in force, or that Franchisee is connected in any way with Franchisor, or any longer has any right to the use of the Licensed Marks; (iii) Pay to the Franchisor all sums owing under the terms of this Agreement. Said sums shall include all damages, costs and expenses incurred by Franchisor by reason of any default on the part of the Franchisee, whether or not incurred before or after the termination or expiration of this Agreement; (iv) Cause to represent or advertise that Franchisee was formerly a party to this Franchise Agreement, or that Franchisee did business under the trademarks or name of Franchisor. (v) promptly return to Franchisor or, with Franchisor's prior written permission, destroy any and all documents or other materials containing trade secret or other confidential information of Franchisor; and (vi) extend to Franchisor or any person designated by Franchisor the right to purchase any signs and similar materials bearing the Licensed Marks at a price no greater than Franchisee's original cost thereof as depreciated on a straight-line basis over a period of five years.

POST TERM OBLIGATIONS. (a) Within 6 months of Upon the expiration (or sooner termination) termination of this Agreement, the Franchisee Franchise Owner shall immediately: (ia) Discontinue any use whatsoever of Little Switzerland's trade name and other Licensed Marks, shall take such action necessary to cancel or change any assumed name or equivalent registration and/or to transfer any rights therein or thereto back to Franchisor, and shall, at its own expense, make or cause Cease to be made such changes in signs a franchise owner of SFS under this Agreement and supplies in order to distinguish Franchisee effectively from its former association with other Little Switzerland stores to the intent that the Franchisee shall cease to carry on operate the former franchised business under the name and style SUBURBAN LODGE System. Franchise Owner shall not thereafter, directly or indirectly, represent to the public that the former franchised business is or was operated or in any way connected with the SUBURBAN LODGE System or hold itself out as a present or former franchise owner of "Little Switzerland" SFS at or any name confusingly similar theretowith respect to the Premises; (iib) Pay all sums owing to SFS. (c) Return to SFS the Confidential Operating Manual, Confidential Development Manual, the SFS prototype architectural plans and specifications and any other manuals, materials, goods and information created or used by SFS and designated for confidential use within the SUBURBAN LODGE System and all Trade Secrets and Confidential Information, as well as materials, equipment and other property owned by SFS, including but not limited to, all computer software provided to Franchise Owner by SFS, and all copies thereof. Franchise Owner shall retain no copy or record of any of the foregoing; provided Franchise Owner may retain its copy of this Agreement, any correspondence between the parties, and any other document which Franchise Owner reasonably needs for compliance with any applicable provision of law; (d) Take such action as may be required by SFS at its sole option and allowed by the appropriate vendors, to disconnect or forward to SFS's corporate office all telephone listings of the former Franchised Business that refer to the former Franchised Business as being operated or as being formerly operated as a "Suburban Lodge", or transfer and assign to SFS or its designee, all telephone numbers, white and yellow page telephone references and advertisements, and all trade and similar name registrations and business licenses that refer to the former Franchised Business as being operated or as being formerly operated as a "Suburban Lodge", and to cancel any interest which Franchise Owner may have in the same; and (e) Cease operation or do business under any name to use in advertising, or in any manner that might tend whatsoever, any methods, procedures or techniques associated with the SUBURBAN LODGE System in which SFS has a proprietary right, title or interest; cease to give use the general public Licensed Marks and any other marks and indicia of operation associated with the reasonable impression that this Agreement is still in forceSUBURBAN LODGE System and within sixty (60) days, or that Franchisee is connected in any way with Franchisorremove all trade dress, or any longer has any right to physical characteristics, color combinations and other indications of operation under the use SUBURBAN LODGE System from the Premises, including removing the lattice of SFS's trademarked arch and repainting the doors of the Licensed Marks; (iii) Pay to Premises in a color other than blue. Without limiting the Franchisor all sums owing under generality of the terms of this Agreement. Said sums shall include all damagesforegoing, costs and expenses incurred by Franchisor by reason Franchise Owner agrees that in the event of any default on the part of the Franchisee, whether or not incurred before or after the termination or expiration of this Agreement; , SFS or a designated agent may enter upon the Premises at any time to make such changes at Franchise Owner's sole risk and expense and without liability for trespass and further that SFS may remove all signage bearing the Licensed Marks. SFS shall have the right, but not the obligation, to purchase some or all of the Unit's fixtures, furnishings, equipment and supplies bearing the Licensed Mark(iv▇) Cause at the lower of their cost or net book value, with the right to represent or advertise that Franchisee was formerly a party set off the aggregate purchase price thereof against any sums then owed to this SFS by Franchise Agreement, or that Franchisee did business under the trademarks or name of FranchisorOwner. (vf) promptly return Anything in this Paragraph 14 to Franchisor orthe contrary notwithstanding, with Franchisor's prior written permissionupon termination of this Agreement as a result of breach by Franchise Owner, destroy any and all documents or other materials containing trade secret or other confidential information of Franchisor; andFranchise Owner shall immediately both: (vii) extend In addition to Franchisor or paying to SFS any person designated sums otherwise due pursuant to this Agreement, pay to SFS: (A) reasonable attorney's fees, and costs and expenses, incurred by Franchisor SFS as a result of the right default by Franchise Owner; plus (B) damages for lost future continuing fees in an amount equal to purchase any signs and similar materials bearing the Licensed Marks at a price no greater than Franchisee's original cost thereof as depreciated on a straight-line basis over a period of five years."X" times "Y" where: