Exclusive Distributorship Sample Clauses
Exclusive Distributorship. (a) Upon and subject to the terms and conditions of this Agreement, Cipher hereby appoints Distributor as its exclusive distributor of the Product in the Territory throughout the Term with the exclusive right and obligation to Market the Product in the Territory and the right to conduct post-regulatory approval clinical program development for the Product pursuant to Section 4.6, and Distributor hereby accepts such appointment. Cipher represents and warrants to Distributor that except for the exclusive license granted in this Section 2.1, Cipher has not granted any other license to use, market and/or import, the Product in the Territory. Cipher shall take all reasonable and prudent actions to ensure that Product does not enter the Territory as black market goods, and shall include in any contracts with distributors outside the Territory terms and conditions (i) that prohibit the export of Product into the Territory, and (ii) that (A) prohibit the sale of Product to Third Parties known to participate in the export in the Territory of Product or of a product with the same formulation and range of strengths as the Product, as approved by the Regulatory Authorities from time to time (“Prohibited Sales”) or/and (B) permit Cipher to terminate the contract if Distributor does not cure Prohibited Sales.
(b) To the extent required by Distributor to Market the Product in accordance with this Agreement, Cipher hereby grants to Distributor a non-exclusive license to use all Product Technology necessary in order to Market the Product in the Territory.
(c) Distributor shall obtain exclusively from Cipher all Product for Marketing in the Territory, except as otherwise permitted by the terms of this Agreement. Cipher shall supply the Product to Distributor for Marketing by Distributor in the Territory in accordance with the terms of this Agreement.
(d) Distributor shall have the right to retain SubDistributors to Market the Product for use solely within the Territory, and Distributor shall cause such SubDistributors to perform the applicable obligations of Distributor under this Agreement, or otherwise ensure that such obligations are performed by Distributor, provided that nothing herein shall imply a right of Distributor to grant a sublicense to a SubDistributor other than pursuant to Section 2.1(e) below. Distributor shall remain fully responsible and liable to Cipher for the performance of all of the terms of this Agreement by its SubDistributors. Distributor shall no...
Exclusive Distributorship. As a part of the assignment of the Assigned Rights and Technologies hereunder, ATI shall grant to Assignee (i) the exclusive right to use, sell, market, develop or distribute the products set forth in Exhibit A attached hereto for use within the Market ("Product I") and (ii) the non-exclusive right to use, sell, market, develop or distribute the products set forth on Exhibit B attached hereto for use within the Market ("Product II") (Product I and Product II are collectively, the "Device"), and Assignee (y) agrees to give Assignor the first opportunity to fill any orders for the Device pursuant to his Agreement, and (z) subject to Section 5.6.2, agrees not to purchase, use, sell, market, develop or distribute any apheresis devices or similar devices other than the Device, without the prior written consent of Assignor.
Exclusive Distributorship. During the Exclusive Period, and subject to the exclusivity set forth in Section 2.3, GELESIS hereby appoints RO and its Affiliates as a distributor of the Product in the Field in the Territory, and grants RO and its Affiliates a right to Distribute the Product in the Field in the Territory.
Exclusive Distributorship. The Marketing Company shall be the exclusive distributor to import, distribute, market and sell the Products throughout the world.
Exclusive Distributorship. 4.1 Subject to earlier termination as provided herein, the Parties agree that TMC will be the exclusive distributor of SRA Robosox and of all packaging equipment (the "Products") made by SRA (or by another company, to the extent that any other company in the Lonati Group manufactures such products) for a term beginning on the date of this Agreement and continuing until, but not beyond, July 3, 2004, within the territories of U.S.A. and Canada (the "Territory").
4.2 TMC shall purchase SRA's Product according to the terms and conditions set forth in this Section 4 of this Agreement and upon such additional sales terms and conditions as may be agreed upon by both parties from time to time in writing and, according to the price list for SRA's Products in force at the time any purchase order is accepted by SRA. Prices shall be subject to change by SRA at any time and without notice. SRA shall have the right to accept or reject any purchase order, or part thereof, at its discretion.
4.3 TMC shall pay all future spare parts orders by irrevocable and confirmed Letter of Credit net ninety (90) days from the date of the invoice.
4.4 TMC shall pay for new machine orders and other Products (other than spare parts) on the following terms: ten percent (10%) down-payment at the order confirmation and ninety percent (90%) against ninety (90) days irrevocable and confirmed Letter of Credit.
4.5 The ten percent (10%) down-payment shall be paid by wire transfer or other immediate funds with each purchase order and prior to shipment. The effectiveness of each purchase order is conditioned upon the correct and full payment and performance of the aforementioned ten percent (10%) down-payment.
4.6 Each irrevocable Letter of Credit shall be issued at least 7 days prior to the shipment date and shall be payable at 90 (ninety) days from the invoice issued by SRA for the Products. With respect to purchases after the date of this Agreement, TMC shall pay for Products in United States Dollars and all letters of credit issued with respect to such purchases shall be payable in United States Dollars. All letters of credit must be irrevocable when issued and must be issued and confirmed by a bank satisfactory to SRA. Other terms of the Letters of Credit must be satisfactory to SRA.
4.7 The terms of payment set forth in this Section 4 shall apply to all purchases by TMC of Products, including spare parts and new machines, made after the date of this Agreement.
4.8 All transactions relating...
Exclusive Distributorship a. NMS shall have the right to distribute ColorMax products on an exclusive basis in the Territory. b. NMS shall pay three percent (3%) Royalty on the net wholesale amount to KHL or KHL's designee during the terms of this Agreement and any extension thereof.
Exclusive Distributorship a. HCM shall have the right to distribute ColorMax products on an exclusive basis in the Territory. b. HCM shall pay three percent (3%) Royalty on the net wholesale amount to KHL or KHL's designee during the terms of this Agreement and any extension thereof.
Exclusive Distributorship. The Parties agree that PDS shall be the Exclusive Distributor to CJ for all Gaming Devices, which CJ intends to sell or distribute for Home Use in accordance with section 2 herein. CJ shall purchase all of its Gaming Devices for resale for Home Use by and through the Property, without exception, but shall be exempt from paying any Buyer's Premium.
Exclusive Distributorship. Subject to the terms and conditions herein, Dexterity hereby grants to Distributor the sole and exclusive right to sell and distribute the Products throughout the Territory, and Distributor accepts such grant for the term and on the conditions stated in this Agreement. Dexterity shall not appoint another distributor to solicit or sell the Products in the Territory, nor will Dexterity sell the Products directly in the Territory. The term "Territory" shall mean the geographic areas described in Exhibit B hereto.
Exclusive Distributorship. RenaGel LLC hereby grants to Genzyme the exclusive right to distribute and sell the Collaboration Products within the Territory and for use within the Field. All revenues from the sales of Collaboration Products in the Territory (other than sales by RenaGel LLC to Genzyme) shall be booked by Genzyme.