Certain Business Matters. (a) Except as set forth in this Agreement or any Ancillary Agreement, no member of either the Remainco Group or the FOX Group shall have any duty to refrain from (i) engaging in the same or similar activities or lines of business as any member of the other Group, (ii) conducting its business with any potential or actual supplier or customer of any member of the other Group or (iii) engaging in any other activities whatsoever relating to any of the potential or actual suppliers or customers of any member of the other Group. (b) Each of Remainco and FOX is aware that from time to time certain business opportunities may arise that more than one Group may be financially able to undertake, and that are, from their nature, in the line of more than one Group’s Business and are of practical advantage to more than one Group. In connection therewith, the Parties agree that, if either Remainco or FOX acquires knowledge of an opportunity that meets the foregoing standard with respect to more than one Group, neither Remainco nor FOX shall have any duty to communicate or offer such opportunity to the other and each may pursue or acquire such opportunity for itself, or direct such opportunity to any other Person.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Twenty-First Century Fox, Inc.), Separation and Distribution Agreement (Fox Corp), Separation and Distribution Agreement (Fox Corp)
Certain Business Matters. (a) Except as set forth in this Agreement or any Ancillary Agreement, no No member of either the Remainco Group or the FOX any Group shall have any duty to refrain from (i) engaging in the same or similar activities or lines of business as any member of the any other Group, (ii) conducting its doing business with any potential or actual supplier or customer of any member of the any other Group Group, or (iii) engaging in in, or refraining from, any other activities whatsoever relating to any of the potential or actual suppliers or customers of any member of the any other Group.
(b) Each of Remainco PC Mall and FOX eCOST is aware that from time to time certain business opportunities may arise that which more than one Group may be financially able to undertake, and that which are, from their nature, in the line of more than one Group’s Business business and are of practical advantage to more than one Group. In connection therewith, the Parties parties agree thatthat if, if either Remainco following the Closing Date and prior to (but not following) the Distribution Date, any of PC Mall or FOX eCOST acquires knowledge of an opportunity that meets the foregoing standard with respect to more than one Group, neither Remainco nor FOX none of PC Mall or eCOST shall have any duty to communicate or offer such opportunity to any of the other others and each may pursue or acquire such opportunity for itself, or direct such opportunity to any other Person.
Appears in 2 contracts
Samples: Master Separation and Distribution Agreement (Pc Mall Inc), Master Separation and Distribution Agreement (Ecost Com Inc)
Certain Business Matters. (a) Except Following the Effective Time and except as set forth in this Agreement or any Ancillary Agreement, no member of either the Remainco Group or the FOX Group shall have any duty to refrain from (i) engaging in the same or similar activities or lines of business as any member of the other Group, (ii) conducting its business with any potential or actual supplier or customer of any member of the other Group or (iii) engaging in in, or refraining from, any other activities whatsoever relating to any of the potential or actual suppliers or customers of any member of the other Group.
(b) Each of Remainco Games and FOX Lottery is aware that from time to time certain business opportunities may arise that more than one Group may be financially able to undertake, and that are, from their nature, in the line of more than one Group’s Business and are of practical advantage to more than one Group. In connection therewith, the Parties agree that, following the Effective Time, if either Remainco Games or FOX Lottery acquires knowledge of an opportunity that meets the foregoing standard with respect to more than one Group, neither Remainco Games nor FOX Lottery shall have any duty to communicate or offer such opportunity to the other and each may pursue or acquire such opportunity for itself, or direct such opportunity to any other Person.
Appears in 1 contract
Certain Business Matters. (a) Except as set forth in this Agreement or any Ancillary Agreement, no No member of either the Remainco Group or the FOX any Group shall have any duty to refrain from (i) engaging in the same or similar activities or lines of business as any member of the any other Group, (ii) conducting its doing business with any potential or actual supplier or customer of any member of the any other Group Group, or (iii) engaging in in, or refraining from, any other activities whatsoever relating to any of the potential or actual suppliers or customers of any member of the any other Group.
(b) Each of Remainco PC Mall and FOX eCOST is aware that from time to time certain business opportunities may arise that which more than one Group may be financially able to undertake, and that which are, from their nature, in the line of more than one Group’s Business 's business and are of practical advantage to more than one Group. In connection therewith, the Parties parties agree thatthat if, if either Remainco following the Closing Date and prior to (but not following) the Distribution Date, any of PC Mall or FOX eCOST acquires knowledge of an opportunity that meets the foregoing standard with respect to more than one Group, neither Remainco nor FOX none of PC Mall or eCOST shall have any duty to communicate or offer such opportunity to any of the other others and each may pursue or acquire such opportunity for itself, or direct such opportunity to any other Person.
Appears in 1 contract
Samples: Master Separation and Distribution Agreement (Ecost Com Inc)