Exception to Restriction Sample Clauses

Exception to Restriction. PENCOM may request CCSI to waive the Restriction and CCSI will not unreasonably withhold its approval of such request provided that the following conditions are met: (a) Pencom submits its request in writing to CCSI; (b) the proposed engagement does not utilize the NeXTSTEP programming language; (c) no Key Employees (as defined in Section 10 of the Agreement) are involved; and (d) no licensable CCSI material is used in the engagement. CCSI shall respond to a written PENCOM request within fifteen (15) days of its receipt of such request, or its failure to respond in that time period shall constitute approval of the request providing that the four conditions described above are met.
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Exception to Restriction. The restriction set forth in SECTION 5.5(A) shall not apply to a sale, transfer or other disposition of Sabratek Stock by a GDS Affiliate if, prior to such disposition, the GDS Affiliate delivers to Sabratek the written opinion of a nationally-recognized independent public accounting firm to the effect that: (i) the disposition contemplated by the GDS Affiliate will not cause the Acquisition not to be treated as a pooling-of-interest transaction for financial, accounting and regulatory purposes in accordance with generally accepted accounting principles and the rules and regulations of the SEC governing pooling (the "SEC Pooling Rules"); or (ii) the disposition contemplated by the GDS Affiliate will not affect Sabratek's treatment of the Acquisition because the SEC Pooling Rules do not permit pooling-of-interest accounting.
Exception to Restriction. Lucent and Agere agree that the restrictions in Section 4.1 on Lucent's rights under the Restricted Joint Corporate Technology shall not apply to any Restricted Joint Corporate Technology that Lucent has a right to use pursuant to Article V below.
Exception to Restriction. Lucent and Avaya agree that the restrictions in Section 4.1 on Avaya's rights under the Restricted Joint Corporate Technology shall not apply to any Restricted Joint Corporate Technology that Avaya actually incorporates into Avaya products, or has documented, formal and active plans to incorporate into Avaya products, for so long as Avaya manufactures, sells, or actively develops such products.

Related to Exception to Restriction

  • Exceptions to Restrictions The provisions of Section 3.1 shall not apply to any of the following transfers:

  • Use Restriction Executive shall use the Trade Secrets, other Confidential Information and/or Inventions only for the limited purpose for which they were disclosed. Executive shall not disclose the Trade Secrets, other Confidential Information and/or Inventions to any third party without first obtaining written consent from the Board of Directors and shall disclose the Trade Secrets, other Confidential Information and/or Inventions only to Employer's own employees having a need know. Executive shall promptly notify the Board of Directors of any items of Trade Secrets prematurely disclosed.

  • Basic Restrictions (i) (1) No Person, other than an Excepted Holder, shall Beneficially Own or Constructively Own Shares in excess of the Aggregate Ownership Limit, (2) no Person, other than an Excepted Holder, shall Beneficially Own or Constructively Own Common Shares in excess of the Common Share Ownership Limit and (3) no Excepted Holder shall Beneficially Own or Constructively Own Shares in excess of the Excepted Holder Limit for such Excepted Holder.

  • Transfer Restriction No Unreleased Shares or any interest or right therein or part thereof shall be liable for the debts, contracts or engagements of the Participant or his successors in interest or shall be subject to disposition by transfer, alienation, anticipation, pledge, encumbrance, assignment or any other means whether such disposition be voluntary or involuntary or by operation of law by judgment, levy, attachment, garnishment or any other legal or equitable proceedings (including bankruptcy), and any attempted disposition thereof shall be null and void and of no effect.

  • Authorization to Modify Restrictions It is the intention of the parties that the provisions of Article IV hereof shall be enforceable to the fullest extent permissible under applicable law, but that the unenforceability (or modification to conform to such law) of any provision or provisions hereof shall not render unenforceable, or impair, the remainder thereof. If any provision or provisions hereof shall be deemed invalid or unenforceable, either in whole or in part, this Agreement shall be deemed amended to delete or modify, as necessary, the offending provision or provisions and to alter the bounds thereof in order to render it valid and enforceable.

  • Use Restrictions (a) Company will not do or attempt to do, and Company will not permit any other person or entity to do or attempt to do, any of the following, directly or indirectly:

  • General Restrictions on Use Advisor agrees to hold all Proprietary Information in confidence and not to, directly or indirectly, disclose, use, copy, publish, summarize, or remove from Company's premises any Proprietary Information (or remove from the premises any other property of Company), except (i) during the consulting relationship to the extent authorized and necessary to carry out Advisor's responsibilities under this Agreement, and (ii) after termination of the consulting relationship, only as specifically authorized in writing by Company. Notwithstanding the foregoing, such restrictions shall not apply to: (x) information which Advisor can show was rightfully in Advisor's possession at the time of disclosure by Company; (y) information which Advisor can show was received from a third party who lawfully developed the information independently of Company or obtained such information from Company under conditions which did not require that it be held in confidence; or (z) information which, at the time of disclosure, is generally available to the public.

  • Restrictions on Use Licensee is not permitted to make any use of the Licensed Marks in connection with products or services other than the Sprint PCS Products and Services, and as specifically authorized in Sections 1.1(b) above with respect to Related Equipment and Premium and Promotional Items, nor to make any use of the Licensed Marks directed outside of the Service Area.

  • Transfer Restrictions If, at the time of the surrender of this Warrant in connection with any transfer of this Warrant, the transfer of this Warrant shall not be either (i) registered pursuant to an effective registration statement under the Securities Act and under applicable state securities or blue sky laws or (ii) eligible for resale without volume or manner-of-sale restrictions or current public information requirements pursuant to Rule 144, the Company may require, as a condition of allowing such transfer, that the Holder or transferee of this Warrant, as the case may be, comply with the provisions of Section 5.7 of the Purchase Agreement.

  • Securities Law Restrictions In addition to any restrictions to be contained in that certain letter agreement (commonly known as an “Insider Letter”) to be dated as of the closing of the IPO by and between Subscriber and the Company, Subscriber agrees not to sell, transfer, pledge, hypothecate or otherwise dispose of all or any part of the Shares unless, prior thereto (a) a registration statement on the appropriate form under the Securities Act and applicable state securities laws with respect to the Shares proposed to be transferred shall then be effective or (b) the Company has received an opinion from counsel reasonably satisfactory to the Company, that such registration is not required because such transaction is exempt from registration under the Securities Act and the rules promulgated by the Securities and Exchange Commission thereunder and with all applicable state securities laws.

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