Exclusive and non-Exclusive Appointment Sample Clauses

Exclusive and non-Exclusive Appointment. As of the Effective Date, and for so long as Heska meets the Minimum Commitment under Section 1.26, Fuji hereby makes the Exclusive Appointment in the Exclusive Territory and the Non-Exclusive Appointment in the Non/Exclusive Territory and Heska accepts the Exclusive Appointment in the Exclusive Territory and the Non-Exclusive Appointment in the Non-Exclusive Territory. Pursuant to the Exclusive Appointment in the Exclusive Territory, Fuji agrees (i) to use its commercially reasonable efforts to ensure that any Products Sold outside the Field are not directly Sold by Fuji or indirectly Sold by Fuji's distributors or customers to End Users in the Exclusive Territory, to the extent permitted under applicable competition laws, and (ii) to the extent permitted under applicable competition laws, to not enter into discussions or agreement with End Users or Third Parties, with respect to Products and the Field, without the advanced written permission of Heska. Pursuant to the Exclusive Appointment in the Exclusive Territory, to the extent permitted under applicable competition laws, Heska agrees not to Portions of this Exhibit have been redacted pursuant to a request for confidential treatment under Rule 24b-2 of the General Rules and Regulations under the Securities Exchange Act. Omitted information, marked “[***]” in this exhibit, has been filed with the Securities and Exchange Commission together with such request for confidential treatment. market, promote, Sell or distribute Competing Products in the Exclusive Territory for use in the Field. If Heska (a) fails to meet the Minimum Commitment under Section 1.26, unless Heska's failure to purchase such Analyzers is the result of Fuji's failure to deliver Product by the delivery date set forth in the applicable Purchase Order, or (b) sells Competing Products, the Exclusive Appointment in the Exclusive Territory shall be terminated; provided, however, that immediately upon termination of the Exclusive Appointment in the Exclusive Territory following occurrence of (a) or (b), Fuji shall make the Non-Exclusive Appointment in the Exclusive Territory, and Heska shall accept the Non-Exclusive Appointment in the Exclusive Territory. Upon the Non-Exclusive Appointment in the Exclusive Territory, this Agreement shall become non-exclusive between Heska and Fuji, with regard to the Exclusive Territory, the Field, the Products and the Competing Products.
Sample 1
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Related to Exclusive and non-Exclusive Appointment

  • Services Non-Exclusive Nothing in this Agreement shall prevent the Cash Manager from rendering or performing services similar to those provided for in this Agreement to or for itself or other persons, firms or companies or from carrying on business similar to or in competition with the business of the Mortgages Trustee, Funding or the Security Trustee.

  • Non-Exclusive Agreement The services of the Adviser to the Fund under this Agreement are not to be deemed exclusive, and the Adviser shall be free to render similar services or other services to others so long as its services hereunder are not impaired thereby.

  • Remedies Non-Exclusive Except as otherwise set forth herein, any remedy provided for in this Agreement is deemed cumulative with, and not exclusive of, any other remedy provided for in this Agreement or otherwise available at law or in equity. The exercise by a party of any remedy shall not preclude the exercise by such party of any other remedy.

  • Non-Exclusive The services of the Administrator rendered to the Trust are not deemed to be exclusive. The Administrator is free to render such services to others. The Administrator shall not be deemed to be affected by notice of, or to be under any duty to disclose to the Trust or Person acting on the Trust’s behalf, information which has come into its possession or the possession of an Interested Party in the course of or in connection with providing administrative or other services to any other person or in any manner whatsoever other than in the course of carrying out its duties pursuant to this Agreement.

  • Non-Exclusive License NCPS grants Company a revocable, non-exclusive, non-transferable and non-sublicensable license during the Term to view-only access the PPEX ATS through the PPEX Site and its related software and other applications and technology for the sole purpose of viewing information about Company and Company Securities and Trades of Company Securities. This license is in addition to the license Company has and is required to maintain during the Term (as defined below) with NCPS’s affiliate, North Capital Investment Technology, Inc., for TransactAPI pursuant to a separate Software and Services License Agreement (“SSLA”). The technology covered by the licenses outlined in this Section 2 is collectively referred to herein as the “Technology”.

  • Indemnification Non-Exclusive The foregoing indemnification provision is in addition to, and not derogation of any statutory, equitable or common law remedy any party may have for breach of representation, warranty, covenant or agreement.

  • Non-Exclusive Rights The provisions for indemnification of, and advancement of Expenses to, the Board Member set forth in this Agreement shall not be deemed exclusive of any other rights to which the Board Member may otherwise be entitled. Notwithstanding the previous sentence, the indemnification provided for in this Agreement is in lieu of, and not in addition to, the indemnification set forth in the Trust Instrument. The Fund shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder if and to the extent that the Board Member has otherwise actually received such payment under any insurance policy, contract, agreement or otherwise.

  • Non-Exclusive Right In the event this Agreement is terminated or upon written notice from Western at any time, the Corporation hereby agrees that it will eliminate from the Fund's name any reference to the name of "Western." The Corporation, on behalf of the Fund, shall have the non-exclusive use of the name "Western" in whole or in part only so long as this Agreement is effective or until such notice is given.

  • Non-Exclusive Services The services of the Adviser to the Trust are not deemed exclusive, and the Adviser shall be free to render similar services to others, to the extent that such service does not affect the Adviser’s ability to perform its duties and obligations hereunder.

  • Non-Exclusivity and Non-Interference The parties hereto acknowledge that the arrangement contemplated by this Agreement is not exclusive; the Trust shares may be sold to other insurance companies and investors (subject to Section 2.8 hereof) and the cash value of the Contracts may be invested in other investment companies, provided, however, that until this Agreement is terminated pursuant to this Article X:

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