Common use of Diversion Clause in Contracts

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.

Diversion. Licensee shall not, directly or indirectly, donate, distribute, sell, supply or otherwise make available Compound, Product and/or Licensed Product outside the Territory except as expressly permitted (and solely to the extent expressly permitted) under this Agreement. Without limitation of the foregoing, except to the extent provided under this Agreement, Licensee shall not, directly or indirectly, sell or supply: (a) Licensed Product, Product or the Compound outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non- Territory Patent; (b) the Compound to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply the Compound or use the Compound for manufacture of Product or Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent; (c) Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Product or use the Product for manufacture of Licensed Product for sale or supply outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Non- Territory Patent; or (d) Licensed Product to any Third Party in the Territory that Licensee knows, believes or ought reasonably to suspect will sell or supply Licensed Product outside the Territory where there is a Non-Territory Patent, for the duration of the relevant Non-Territory Patent.