1Exclusivity. During the period of [*] after the Effective Date (the “Exclusivity Period”), Gemma will not, and will ensure that its Affiliates and Sublicensees do not (a) [*], or (b) [*], in each case (a) and (b), other than Commercialization of the Licensed Products in accordance with the terms of this Agreement.
1Exclusivity. Seller shall not, directly or indirectly: (a) solicit, initiate, seek, or support any inquiry, proposal or offer from, (b) furnish any non-public information to, (c) participate in any discussions or negotiations with, or (d) enter into any agreement with, any third party regarding any acquisition of the Property or any interest therein or, during the pendency of this Agreement enter into any agreement, arrangement or understanding requiring it to abandon, terminate or fail to consummate the proposed transaction with the Purchaser.
1Exclusivity. (a) Other than the Program or any program offered by Bank or an Affiliate of Bank, Company will not (and will cause its Affiliates not to), with respect to any general purpose or private label consumer credit or charge card product or program made available to consumers within the United States (whether or not such product or program is manifested by a physical card or other device), directly or indirectly (including through any arrangement with any non-Affiliate third party that has the purpose or effect of allowing such third party to use the Company Marks in a manner that would violate this Section 6.1(a)):
(i) enter into any agreement to provide, or otherwise offer any such product or program that bears, uses or refers to any of the Company Marks;
(ii) promote, sponsor, solicit or facilitate the origination or usage of any such product or program; or
(iii) issue, award, sell or post any points or other benefits under the Cardholder Loyalty Program for or in consideration of the use of any credit card or credit account (or the opening of any credit card or credit account), regardless of how manifested.
(b) In addition, other than the Program or any program offered by Bank or an Affiliate of Bank, Company will not (and will cause its Affiliates not to) enter into any agreement to provide, or otherwise offer, promote, sponsor, solicit, or facilitate the origination or usage of any consumer credit or charge program made available to customers within the United States that includes a promotional credit attribute.
(c) The foregoing will not prohibit
(i) Company from entering into any arrangement for the offering or promotion of any commercial credit product or any consumer credit product that does not constitute a consumer charge product or an open-end, revolving credit program (e.g., debit cards, gift cards, prepaid cards and stored value cards), regardless of whether or not such payment products bear the Company Marks and regardless of form factor, other than a product that includes a promotional credit attribute;
(ii) Company from accepting any credit card, debit card or other payment product or tender type or advertising its acceptance of any such credit card, debit card or other payment product or tender type;
(iii) Company’s participation in [***], and provided, that Company will not participate in more than [***]);
(iv) Company from placing content on the Company Website [***]; provided that, (x) such content shall not promote [***]; or
(v) Company fr...
1Exclusivity. Developer agrees that, throughout the Term, (a) it shall, and shall cause its Affiliates and its and its Affiliates’ respective directors, officers, general partners, managers, employees, agents, financing sources or advisors (including, without limitation, investment bankers, accountants and legal counsel) (“Representatives”), to immediately cease all existing negotiations, if any, in respect of any Alternative Transaction; (b) it shall not, and shall cause its Affiliates not to, and shall not authorize its and its Affiliates’ respective Representatives to, take any action to, directly or indirectly, initiate, solicit or engage in any negotiations or otherwise knowingly cooperate with or assist or participate in any effort in respect of any Alternative Transaction; and (c) it shall offer, or cause to be offered, each Project in the Development Pipeline to Investor in accordance with this Agreement; provided that nothing herein shall prohibit Developer from submitting or obligate Developer to submit projects not in the Development Pipeline to Investor (clauses (a) through (c) being, collectively, the “Exclusivity Undertaking”).
1Exclusivity. During the period beginning on the Signing Date and ending upon the Effective Date or termination of this Agreement, if later, in accordance with its terms, Bioprojet shall not engage in discussions or negotiations (or provide information to) any Third Party (regardless of whether such Third Party has been contacted by Bioprojet or its representatives before and whether such Third Party has previously engaged in discussions or negotiations with Bioprojet or its representatives), solicit offers or enter into any binding agreement or non-binding term sheet with any Third Party whatsoever regarding the Development, Manufacture Commercialization of the Product(s) in the Harmony Territory that conflicts with this Agreement or is detrimental to Harmony’s interests therein.
1Exclusivity. Ichnos covenants and agrees, solely on behalf of itself and its Affiliates, that Ichnos and its Affiliates shall not (except in the conduct of activities pursuant to this Agreement), alone or with, for, or through any Third Party, (a) Develop, Commercialize, or otherwise Exploit any product that directly modulates (including through regulation, antagonizing, targeting inhibition, or otherwise) OX40 receptor (CD134) or (b) (sub)license (including granting any option, covenant not to sue, or other like right thereto), authorize, appoint, or otherwise seek to or enable, whether directly or indirectly, any Third Party to conduct any of the activities described in clause (a).
1Exclusivity. Subject to the terms and conditions set forth herein, Supplier hereby appoints Distributor as its exclusive wholesale distributor of only those Supplier brands ("Brands") and products of such Brands (the "Products") of Supplier, as set forth on the attached Exhibit A, and grants Distributor the exclusive right to sell the Products within the sales territory as described on the attached Exhibit B (the "Territory"), and Distributor hereby accepts such appointment.
