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Non-Compete | Party A may not make any identical or similar cooperation regarding the real estate and home furnishing information, products and data in its real estate and home furnishing channel with any competitor of Party B. |
Exclusivity | SpinCo, for itself and as representative of all other members of the SpinCo Group, hereby grants to RemainCo (x) a perpetual, irrevocable, exclusive, royalty-free, worldwide right and license with the right to grant sublicenses (solely as set forth in Section 5.6) to use the SpinCo Know- How currently or previously use... |
Exclusivity | Breach the exclusivity agreement with Baidu to engage in competing business. |
Exclusivity | Subject to the conditions and limitations set forth in this Agreement, the Licensor hereby grants to the Licensee, and the Licensee hereby accepts, (i) an exclusive, fee-bearing, non-transferable distribution right of the Licensed Product in the Territory during the Term (the “Distribution”), (ii) an exclusive, royalty... |
Exclusivity | Provided that Constellation is not then in breach of its obligations pursuant to this Agreement, including without limitation Section 2.1 hereof, and provided that Constellation has available for purchase a product or service which meets the needs of the HOF Entities at competitive market pricing, (a) neither of the HO... |
Competitive Restriction Exception | These exclusivity obligations will not limit Smith's right to appear in any of the entertainment fields or in the entertainment portion of any television, film or video program; provided, however, that Smith may not appear in, or provide services in connection with, advertisements for any computer game or videogame spo... |
Exclusivity | Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee, and Licensee hereby accepts from Licensor, an exclusive, non-transferable (except as set forth in Section 10.7) and non-sublicensable (except as provided in Section 2.1(c)) license to use the Licensed Domain Names in connection w... |
Non-Compete | In consideration for such training, trade secrets and confidential information, you and your principals agree that during the term of this Agreement, and for a continuous uninterrupted period commencing upon expiration or termination of this Agreement, regardless of the cause for termination, and continuing for a perio... |
Exclusivity | The Publishers grant HealthGate an exclusive right to carry out the Services, with the exception that the Publishers shall honour current contracts with third parties and Publisher may publish and licence content themselves as long as it does not materially reduce HealthGate's revenue. |
Competitive Restriction Exception | Subject to payment of the Annual Minimum Commitment (“AMC” - defined herein), Diversinet hereby grants to Reseller an exclusive, non- transferable and non-assignable right to market, sell, and sub-license those Diversinet products listed in Schedule 2 (the “Products”) within the territory listed in Schedule 3 (the “T... |
Exclusivity | <omitted> |
Non-Compete | During the Term of this Agreement, and for a period of two (2) years thereafter, Aucta shall not research, develop, manufacture, file, sell, market, or distribute more than two products containing the active ingredient Lamotrigine; nor will Aucta directly or indirectly assist any other Person or entity in carrying or a... |
Non-Compete | Without limiting the foregoing, Consultant agrees to use his or her best efforts (A) to segregate Consultant’s <omitted> Services performed under this Agreement from Consultant’s work done for any other companies for whom Consultant is providing services so as to minimize any questions of disclosure of, or rights under... |
Non-Compete | The Professional agrees to divest herself of any management or control interest that she currently has in any entity that is a competitor of |
Exclusivity | Lucid appoints the Distributor and the Distributor accepts appointment as an exclusive authorized Lucid Distributor. |
Competitive Restriction Exception | During the cooperation between the parties, Party A agrees not to enter into any form of cooperation with Qihoo 360, unless PartyA needs such cooperation with Qihoo 360 for business or technology and Party B has provided its prior consent. |
Exclusivity | AIRSOPURE grants to You, and You accept from AIRSOPURE, the right and license to operate an AIRSOPURE Center (or the "Franchise") for the sale or lease of AIRSOPURE's exclusive line of Products or at a location in the Exclusive Territory to be approved in writing by AIRSOPURE and listed in attached Exhibit A (the "Excl... |
Competitive Restriction Exception | Except as specifically provided in the Distribution Agreement, Conformis shall be prohibited from developing or assisting another in developing, or causing another to develop, Patient-Specific Instrumentation for Off-The-Shelf Knee Implants for any Third Party in the field of orthopedics until January 1, 2032 (or e... |
Exclusivity | Party A irrevocably undertakes that it will make best efforts to assist and endeavor to achieve the exclusive operation of thecooperative business to the extent permitted by laws. |
No-Solicit of Customers | Member covenants and agrees that during the term of the Franchise Agreement, except as otherwise approved in writing by Franchisor, Member shall not, either directly or indirectly, for itself, or through, on behalf of, or in conjunction with any person, persons, partnership, corporation, or entity: <omitted> (ii) Diver... |
Exclusivity | Company agrees that no other Distributor will be appointed in any other state as a Distributor unless it is either the Company or Distributor, save and except for the state of Florida. |
Exclusivity | As between the Parties, and without limiting MD Anderson’s assistance obligations under Section 7.2(b), LBIO shall have the sole and exclusive right to file patents covering or claiming Inventions and shall bear all costs with respect to the prosecution and maintenance thereof. |
Exclusivity | Under no circumstances shall Licensee enter into an exclusive distribution agreement with a CSP other than VGSL in the following territories (“VGSL Territories”) covered under the VGSL Agreement: (1) United Kingdom; (2) Ireland; (3) Germany; (4) Spain; (5) France; (6) Sweden; (7) Switzerland; (8) Portugal; (9) Netherla... |
Exclusivity | Array shall own rights to, and shall be responsible, at its own expense, for registering and maintaining, the Internet domain names listed on Exhibit 12.6 (each of the foregoing, a “Domain Name”) and agrees to grant, and hereby grants to Ono a royalty-free, fully paid-up exclusive license to use those particular Domain... |
Exclusivity | For the Initial Term of this Agreement, iVillage agrees that Ford shall be the exclusive automobile manufacturer sponsor and advertiser throughout the Network, with respect to entities whose primary business is that of an automotive manufacturer and/or retailer. |
Non-Compete | 3. Within a radius of ten (10) miles of the location of any other business using the System, whether franchised or owned by us or our affiliates. |
No-Solicit of Customers | Marketing Affiliate shall not directly or indirectly solicit an existing business customer of Equidata during the term and condition of this Agreement other than for joint marketing purposes. |
Exclusivity | Subject to the terms and conditions of this Agreement including Article 12 above, FG hereby grants to Astellas an exclusive license under the FG Technology to: use, package, sell, have sold, import, market and otherwise distribute the Lead Compounds for use solely in the Field in the Astellas Territory |
Exclusivity | During the Term, [***], ACSI will not offer or sell through the ACSI Site, or authorize any third party to sell through the ACSI Site, any Exclusive Spoken-Word Audio Products; [***]. |
Exclusivity | AIRSOPURE hereby grants to You the exclusive right to solicit customers for the Products by direct mail advertising, or other approved means, but not including the World Wide Web (Internet) nor by printed catalogues, in <omitted> the Exclusive Territory described above and in Exhibit A. |
Exclusivity | HEMISPHERX hereby grants to SCIEN and SCIEN hereby accepts the right, privilege and exclusive license to use of “Interferon alfa-n3 (human leukocyte derived)” solely in connection with the terms of the Sales, Marketing, Distribution and Supply Agreement of Product in the Territory for the Term of this Agreement. S |
Non-Compete | Accordingly, you covenant and agree that, during the term of this Agreement and for a continuous period of two (2) years after the expiration or termination of this Agreement, and/or a transfer as contemplated in Section 16 above, you will not directly, indirectly, for yourself, or through, on behalf of, or in conjunct... |
Exclusivity | Dolphin will provide photo-editing services exclusively, at DGT option, when the number of downloaded photos to be edited by Dolphin totals 50,000 in a single year; |
Exclusivity | Neoforma hereby grants VerticalNet an exclusive license, even as to Neoforma, to use, modify, enhance, reproduce, display, perform and transmit the Neoforma Laboratory Product Listings, subject to and in accordance with the terms, conditions and provisions of this Agreement, to the extent Neoforma has the right to do s... |
Competitive Restriction Exception | The Manufacturer grants exclusive rights to the Customer for the term of ten (10) years from the date of the signing of this agreement and for an indefinite period upon the customer fulfilling the minimum annual purchase requirement as listed in Schedule B. of this agreement. |
Non-Compete | You covenant and agree that during the term of this Agreement, and subject to the post-termination provisions contained herein, You shall not, except as otherwise approved in writing by AIRSOPURE, either directly or indirectly: |
Competitive Restriction Exception | (INTERNATIONAL TEST SYSTEMS RESERVES THE RIGHT TO CHANGE THE RETAIL PRICE AT ANY TIME, WITH NOTICE TO COMWARE.) |
Non-Compete | Source: AIMMUNE THERAPEUTICS, INC., 8-K, 2/5/2020 |
Non-Compete | |
No-Solicit of Customers | You agree that during the term of this Agreement, you will not, without our prior written consent, either directly or indirectly through any other person or entity: <omitted> 17.1.2. Divert or attempt to divert any business or customer, or potential business or customer, to any Competitive Business; |
Exclusivity | As described in Section 1(b) above, the Professional has granted the company an exclusive worldwide right and license to use his name, autograph, likeness, photographs, electronic media depiction, signature and any other words, symbols or depiction's (hereinafter the "Professional's ... |
Competitive Restriction Exception | If the Reseller sells less than 50% of any year’s Annual Milestone, Todos, in its sole discretion, may either (a) cancel the Reseller’s exclusivity, and market, distribute, and sell the Products in the Territory directly or indirectly through other distributors and resellers, while leaving the Reseller with a non-exclu... |
Non-Compete |
provided above, in no event will Airspan consent to Distributor's consultation for or representation of a manufacturer or supplier, which is directly or indirectly, a competitor of Airspan. |
Non-Compete | Pretzel Time will not, as long as this Agreement is in effect and Franchisee is not in default, enfranchise or operate any other Pretzel Time Franchise within the following enclosed mall or building except as otherwise provided herein (hereinafter referred to as "Territory"): none. |
Exclusivity | Where Oak Ridge has identified a specific market opportunity which has been qualified together with Leclanché pursuant to 5.3 above, the Parties shall undertake to work exclusively with each other on such opportunities; |
Competitive Restriction Exception | Except as provided in this Section 6.2.1 (Restrictions on BLI) and the scope of rights granted to <omitted> Ginkgo under this Agreement (including under Section 6.1 (Headstart Period) and Section 9.1 (Licenses to Ginkgo)), nothing in this Agreement shall otherwise limit, prohibit or preclude BLI from developing, config... |
Exclusivity | Except as permitted by the Exclusivity Exceptions, during the Term, Network Affiliate shall neither engage nor permit a third party (excluding third party designees of NCM as provided hereunder) to provide, or itself provide, to any of Network Affiliate’s theatres any of the services specifically set forth in the def... |
Competitive Restriction Exception | This non-compete provision may not be enforceable under the laws of your state. |
Non-Compete | Excite@Home will not serve advertising on the Co-Branded Application for any "Application Provider Named Competitor," as specified in EXHIBIT E. |
Non-Compete | During the period beginning on the Effective Date and ending on the later of (i) the end of the Initial Term and (ii) the date falling two years after completion of the most recent services provided by Rubicon under clause 7 (the “Non-Competition Period”) and in the Rubicon Geographic Area, as defined below, ISA agr... |
Non-Compete | Throughout the Term and for a period of six (6) months after the expiration or termination of this Agreement, neither XSPA nor any of its affiliates shall, directly or indirectly, sell, offer for sale, market or promote any digital meditation or digital sleep products (other than the Products), including online or in a... |
Non-Compete | |
Competitive Restriction Exception | A “Competitive Business” shall not include a full-service restaurant. |
Non-Compete | Notwithstanding anything to the contrary herein, attached as Attachment B is a list of companies (the “Competitors II”) which are competitors with World Book and to whom sublicense may be made only with prior written consent of World Book, which World Book may withhold at its sole discretion. |
Exclusivity | Qualigen shall supply Sekisui with all of Sekisui’s commercial requirements for the Product in the Applicable Markets. |
Exclusivity | Subject to payment of the Annual Minimum Commitment (“AMC” - defined herein), Diversinet hereby grants to Reseller an exclusive, non- transferable and non-assignable right to market, sell, and sub-license those Diversinet products listed in Schedule 2 (the “Products”) within the territory listed in Schedule 3 (the “T... |
Competitive Restriction Exception | Notwithstanding any of the foregoing, without the consent of PB, which consent may be withheld in PB’s sole discretion, SFJ shall not sell, assign, sublicense or otherwise transfer this Agreement to an entity whose primary business is the development or commercialization of pharmaceutical or biotechnology products prio... |
Non-Compete | (1) Have any direct or indirect interest as an owner, investor, partner, director, officer, employee, consultant, representative, agent or in any other capacity in any Competitive Business located or operating at the Site or within three (3) miles of any Pretzel T... |
No-Solicit of Customers | Other AIRSOPURE franchisees will not be permitted to solicit customers for Products by advertising in Your Exclusive Territory. |
Non-Compete | After the Effective Date and as long as Igene and T&L continue to own an interest in the Operating Company, neither of the Parties shall, or shall cause or permit any of their Affiliates to, directly or indirectly, as stockholders, consultants, members, partners or in any other capacity, engage in any enterprise or bus... |
Exclusivity | In order to allow SC&W to expand the distribution system in Nevada with select and controlled subagents, an exclusive agency agreement will be negotiated which will spell out the terms and conditions of the relationship. |
Exclusivity | For the avoidance of doubt, Licensee’s right and license to develop and distribute the Game in connection with the Property “ICE AGE 2” shall become non-exclusive after December 31, 2006. |
Non-Compete | LIST OF NETGROCER COMPETITORS |
Non-Compete | Distributor will give Airspan thirty (30) days' prior, written notice of each new potential representation role being considered by Distributor, and Distributor will not undertake such representation without Airspan's prior, written consent, such consent not to be unreasonably withheld. |
Non-Compete | Shoppers Express/Oncart |
Non-Compete | MINDA/MIL, since it will have access to the Technical Know-How which it would not have had otherwise, expressly agree that: |
Non-Compete | If any of your advertising within the Delivery/Catering and Advertising Area is in media that will or may reach a significant number of persons outside of the Delivery/Catering and Advertising Area, you must notify us in advance and obtain our prior written consent (in addition to the requirements in Section 9.3 [Regio... |
Non-Compete | Except as provided above, in no event will Airspan consent to Distributor's consultation for or representation of a manufacturer or supplier, which is directly or indirectly, a competitor of Airspan. |
Non-Compete | Throughout the Term and for a period of six (6) months after the expiration or termination of this Agreement, neither Calm nor any of its affiliates shall, directly or indirectly, sell, offer for sale, market or promote any digital meditation or digital sleep products in any retail location located in an airport other ... |
Non-Compete | Notwithstanding any portion of the foregoing to the contrary, the Non-Competition Period shall terminate prior to the End Date, and for the avoidance of doubt, no party shall be obligated to comply with the restrictions set out in Section 8.1 after the termination of the Non-Competition Period: |
Exclusivity | Within 30 days after the Effective Date, Neoforma shall provide a copy of all Neoforma Laboratory Product Listings existing as of the Effective Date to VerticalNet for use on the VerticalNet Sites on an exclusive basis (even as to Neoforma), to the extent Neoforma has the right to do so. |
Competitive Restriction Exception | It is agreed that ownership of no more than 1% of the outstanding voting stock of a publicly traded corporation will not constitute a violation of Section 7.3. |
Exclusivity | If THI does not make the obligatory payments as stated in 3(a) by the dates stated, the Exclusive License will revert back to Premier, provided, however, that in such event, THI would still be entitled to a proportionate interest in any Covid-19 Licensed Products, such portion being equal to a fraction, the numerator o... |
Exclusivity | Cargill hereby grants Bioamber, and Bioamber hereby accepts, an exclusive, royalty-free license to Cargill Improvements and Joint Improvements for use in the Field during the term of this Development Agreement with a reservation of right for Cargill to practice such Cargill Improvements and Joint Improvements for use... |
Exclusivity | If THI does not make the obligatory payments as stated in 2(b) by the dates stated, the Exclusive License will revert back to Premier. |
Non-Compete | In return for the exclusive appointment of Agency by MICOA to sell its professional liability products listed on the <omitted> attached Commission Schedule in Nevada, Agency agrees not to sell any competing professional liability products in Nevada, without the written consent of MICOA. |
Exclusivity | Subject to the terms and conditions of this Agreement, RevMed hereby grants to Sanofi an exclusive option, under the Patent Rights and Know-How claiming or embodied in the [***]. |
Exclusivity | CONSULTANT hereby gives and grants to ADAMS GOLF the exclusive right and license to use CONSULTANT’S ENDORSEMENT in connection with the manufacture, sale, distribution, advertising and promotion of PRODUCT in the CONTRACT TERRITORY. |
Exclusivity | IGER hereby grants CERES under IGER’S interest in any JOINT INTELLECTUAL PROPERTY and OTHER RESEARCH RESULTS, the IGER INTELLECTUAL PROPERTY set forth in ANNEX I, and the IGER BACKGROUND INTELLECTUAL PROPERTY set forth in ANNEX I: |
Exclusivity | During the term of this Agreement, CONSULTANT shall exclusively play/use the MANDATORY PRODUCT. |
Non-Compete | In the event this Agreement is terminated pursuant to the provisions of paragraph 17, then the Party in default shall not enter into an agreement with any other Party to provide services similar to those provided herein or to provide its services similar to those provided for herein with... |
No-Solicit of Customers | Sekisui shall not, and shall cause its subdistributors not to, market, rent or sell any Products to the Qualigen Retained Customers. 3. Supply; |
Exclusivity | Kitov hereby grants to Dexcel a fully paid, limited license right to use all of its Confidential Information and Intellectual Property Rights (including, inter alia, the Kitov Foreground IP, Kitov Data, Kitov’s share of the Joint IP, and the Trademark (“Kitov Product IP”)) necessary in order for Dexcel to manufacture, ... |
Exclusivity | Co-Host shall be the exclusive reseller of software products ("Software") at the Originating Locatio |
Exclusivity | In all of Allied’s actions and publications (in all media and formats) in connection with the marketing and conducting of the Events, where possible and appropriate, Allied shall where reasonably practicable communicate that Newegg is the exclusive sponsor of the Arena for the technology e-commerce and online retailer ... |
Non-Compete | During the Term, (a) Women.com will not buy, sell, display, distribute advertising from (including, but not limited to, banner ads, buttons, badges, text links, hyperlinks or editorial mentions) or otherwise promote a Competitive Company on any page of the Diet Center; <omitted> (c) Women.com will not enter into a rela... |
Competitive Restriction Exception | Nothing contained in this Agreement is intended to limit Reseller from responding to unsolicited requests from Customers from outside of the Territory; PROVIDED, HOWEVER, that Reseller shall (a) immediately notify TouchStar upon receipt of any such request and (b) not seek custom... |
Competitive Restriction Exception | Notwithstanding the foregoing, this Section 2.3.1(a) shall not apply to any products marketed, promoted, detailed, offered for sale, or sold by any business (or any portion thereof), other Person, or group of Persons, [***]. |
Exclusivity | During the Term, and without limiting Section 4.2, Achaogen hereby grants to Microgenics a royalty-free, exclusive, worldwide license to use the Achaogen <omitted> Know-How, Achaogen Patents, and Achaogen Materials to research, develop, manufacture, use, market and sell the Assay in the Territory. [***]. |
Exclusivity | In consideration of the payments, through the issuance of securities to AJR as provided for in Section 3 hereof, AJR agrees to designate XC as an associate sponsor and the "exclusive technology sponsor" for wearable computer technology" of the Team for the Season and grants to XC the rights and benefits of... |
Exclusivity | ALFA AESAR agrees not to manufacture, buy, sell, distribute, deal in or be the agent for any products with the specifications of any of the Products, excluding any preexisting ALFA AESAR products. |
Exclusivity | The Insurance Center shall be hosted solely by ebix and contained in an About Wrapper and ebix shall, during the Term, provide site maintenance services relative to the Insurance Center substantially as provided for the ebix Site from time to time, subject to the uptime requirements as set forth in Section 13.4 [TERMI... |
Non-Compete | You agree not to engage in any of the sales activities that we have reserved to ourselves in Sections 1.3 [Our Limitations and Our Reserved Rights] above. |
Non-Compete | The following acts constitute Class D breaches.
<omitted>
10.4.11 In consideration of the fact that Party B may have access to the relevant trade secrets of Didi during the cooperation, Party B or Party B’s any affiliate cooperates with any entity competitive with Didi (including but not limited to Meituan, CAR, Yongc... |
Exclusivity | You have been granted an exclusive trade area by this Agreement. |
Non-Compete | CONSULTANT agrees that during its consultancy for REIT and for a period of twelve (12) months immediately following the termination of its consultancy with the Company for any reason, whether with or without cause, it will not: (a) have any ownership interest in, or participate in the financing, operation, management o... |
Non-Compete | Upon the consummation of such definitive agreement, if Licensee has not then divested all such Competitive Products such that a Competitor Change of Control has occurred, Bioeq may, upon sending written notice to Licensee within sixty (60) days thereafter, terminate this Agreement. |
Competitive Restriction Exception | The Parties acknowledge that nothing in this Agreement shall limit or restrict XENCOR, itself or with or through any third party, from developing and using any process (except for the Process) for the manufacture of any of its products, including the Product, provided that no BII Confidential Information and Know-How i... |
Exclusivity | AMI/MEA Agreement” shall mean that certain Amended and Restated Area of Mutual Interest and Midstream Exclusivity Agreementdated April 14, 2015 among PennTex North Louisiana, LLC, Customer, PennTex NLA Holdings, LLC and MRD WHR LA Midstream LLC, as suchagreement may be amended, supplemented or otherwise modified from t... |
Exclusivity | In the event the Distributor loses exclusivity on a territory due to not meeting Performance Benchmarks, the Distributor shall maintain exclusivity on any and all existing Products that are in the field and operating at them time exclusivity if forfeited. |
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