Common use of Exclusive Clause in Contracts

Exclusive. (a) During the term of this Agreement (i) TSA and its Subsidiaries agree not to engage in the E-Commerce Business except as permitted under Section 2.6(a) of the License Agreement, except that if TSA acquires another business selling sporting goods, athletic footwear and/or athletic apparel and related goods and services either through land based stores or through catalog sales which is engaged in e-commerce business, TSA can continue to operate the e-commerce business of the acquired business until such time, if ever, that TSA changes 50% or more of the acquired business's land based stores to stores operating under the name "The Sports Authority" or any variation thereof, or changes the catalog name to "The Sports Authority" or any variation thereof, (ii) GSI agrees not to engage in and ▇▇▇.▇▇▇ shall not engage in the sale of goods over the Internet as a shareholder, partner or investor in any corporation, partnership, limited liability company or other entity or venture which generates in excess of 20% of its revenues from the sale of sporting goods, athletic footwear and athletic apparel (other than with TJX Companies, Inc., ▇▇▇▇ Stores, Inc. and any other such party which does not engage in the sale of sporting goods, athletic footwear and athletic apparel in the United States, Canada, Japan, any other nation in which the predominant language is English or any other nation in which TSA, any of its Subsidiaries or any corporation, LLC or other entity or venture in which TSA has more than a 19% interest engages in the sale of sporting goods, athletic footwear and athletic apparel or has announced its intention to commence doing so within six months and in fact does so) (the foregoing shall not prevent GSI from taking the actions permitted in Section 11.2(b)). (b) ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇, ▇▇▇▇, ▇▇▇ agrees to devote its e-commerce related activities to developing the TSA Site and the sites of other retailers which have executed e-commerce services agreements with GSI prior to the date of this Agreement, provided that (i) GSI may enter into additional e-commerce services or e-commerce license agreements with other retailers of sporting goods, athletic footwear or athletic apparel, (ii) GSI may not commence providing any services to develop any web site for such retailers until after the Launch Date (as defined in the E-Commerce Agreement) and (iii) GSI may not launch any web site for such retailers prior to January 1, 2000. * * *

Exclusive. (a) During the term of this Agreement (i) TSA and its Subsidiaries agree not to engage in the E-Commerce Business except as permitted under Section 2.6(a) of the License Agreement, except that if TSA acquires another business selling sporting goods, athletic footwear and/or athletic apparel and related goods and services either through land based stores or through catalog sales which is engaged in e-commerce business, TSA can continue to operate the e-commerce business of the acquired business until such time, if ever, that TSA changes 50% or more of the acquired business's business"s land based stores to stores operating under the name "The Sports Authority" or any variation thereof, or changes the catalog name to "The Sports Authority" or any variation thereof, (ii) GSI agrees not to engage in and ▇▇▇.▇▇▇ shall not engage in the sale of goods over the Internet as a shareholder, partner or investor in any corporation, partnership, limited liability company or other entity or venture which generates in excess of 20% of its revenues from the sale of sporting goods, athletic footwear and athletic apparel (other than with TJX Companies, Inc., ▇▇▇▇ Stores, Inc. and any other such party which does not engage in the sale of sporting goods, athletic footwear and athletic apparel in the United States, Canada, Japan, any other nation in which the predominant language is English or any other nation in which TSA, any of its Subsidiaries or any corporation, LLC or other entity or venture in which TSA has more than a 19% interest engages in the sale of sporting goods, athletic footwear and athletic apparel or has announced its intention to commence doing so within six months and in fact does so) (the foregoing shall not prevent GSI from taking the actions permitted in Section 11.2(b)). (b) ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇, ▇▇▇▇, ▇▇▇ agrees to devote its e-commerce related activities to developing the TSA Site and the sites of other retailers which have executed e-commerce services agreements with GSI prior to the date of this Agreement, provided that (i) GSI may enter into additional e-commerce services or e-commerce license agreements with other retailers of sporting goods, athletic footwear or athletic apparel, (ii) GSI may not commence providing any services to develop any web site for such retailers until after the Launch Date (as defined in the E-Commerce Agreement) and (iii) GSI may not launch any web site for such retailers prior to January 1, 2000. * * *

Exclusive. (a) During the term of this Agreement (i) TSA and its Subsidiaries agree not to engage in the E-Commerce Business except as permitted under Section 2.6(a) of the License Agreement, except that if TSA acquires another business selling sporting goods, athletic footwear and/or athletic apparel Agreement and related goods and services either through land based stores or through catalog sales which is engaged in e-commerce business, TSA can continue to operate the e-commerce business of the acquired business until such time, if ever, that TSA changes 50% or more of the acquired business's land based stores to stores operating under the name "The Sports Authority" or any variation thereof, or changes the catalog name to "The Sports Authority" or any variation thereof, (ii) GSI agrees not to engage in and ▇▇▇.▇▇▇ shall not engage in the sale of goods over the Internet as a shareholder, partner or investor in any corporation, partnership, limited liability company or other entity or venture which generates in excess of 20% of its revenues from the sale of sporting goods, athletic footwear and athletic apparel (other than with TJX Companies, Inc., ▇▇▇▇ Stores, Inc. and any other such party which does not engage in the sale of sporting goods, athletic footwear and athletic apparel in the United States, Canada, Japan, any other nation in which the predominant language is English or any other nation in which TSA, any of its Subsidiaries or any corporation, LLC or other entity or venture in which TSA has more than a 19% interest engages in the sale of sporting goods, athletic footwear and athletic apparel or has announced its intention to commence doing so within six months and in fact does so) (the foregoing shall not prevent GSI from taking the actions permitted in Section 11.2(b)entering into additional e-commerce services or e-commerce license agreement with other retailers of sporting goods, athletic footwear or athletic apparel, but GSI may not launch any web site for such retailers or provide any other e-commerce services prior to January 1, 2000). (b) ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇Until January 1, ▇▇▇▇2000, ▇▇▇ GSI agrees to devote all of its e-e- commerce related activities to developing the TSA Site and the sites of other retailers which have executed e-commerce services agreements with GSI prior to the date of this Agreement, provided Agreement (except that (i) GSI may enter into additional e-commerce services or e-commerce license agreements agreement with other retailers of sporting goods, athletic footwear or athletic apparel, (ii) GSI may not commence providing any services to develop any web site for such retailers until after the Launch Date (as defined in the E-Commerce Agreement) and (iii) but GSI may not launch any web site for such retailers or provide any other e-commerce services prior to January 1, 2000. * * *).

Exclusive. (a) During the term of this Agreement (i) TSA and its Subsidiaries agree not to engage in the E-Commerce Business except as permitted under Section 2.6(a) of the License Agreement, except that if TSA acquires another business selling sporting goods, athletic footwear and/or athletic apparel Agreement and related goods and services either through land based stores or through catalog sales which is engaged in e-commerce business, TSA can continue to operate the e-commerce business of the acquired business until such time, if ever, that TSA changes 50% or more of the acquired business's land based stores to stores operating under the name "The Sports Authority" or any variation thereof, or changes the catalog name to "The Sports Authority" or any variation thereof, (ii) GSI agrees not to engage in and ▇▇▇.▇▇▇ shall not engage in the sale of goods over the Internet as a shareholder, partner or investor in any corporation, partnership, limited liability company or other entity or venture which generates in excess of 20% of its revenues from the sale of sporting goods, athletic footwear and athletic apparel (other than with TJX Companies, Inc., ▇▇▇▇ Stores, Inc. [*] and any other such party which does not engage in the sale of sporting goods, athletic footwear and athletic apparel in the United States, Canada, Japan, any other nation in which the predominant language is English or any other nation in which TSA, any of its Subsidiaries or any corporation, LLC or other entity or venture in which TSA has more than a 19% interest engages in the sale of sporting goods, athletic footwear and athletic apparel or has announced its intention to commence doing so within six months and in fact does so) (the foregoing shall not prevent GSI from taking the actions permitted in Section 11.2(b)entering into additional e-commerce services or e-commerce license agreement with other retailers of sporting goods, athletic footwear or athletic apparel, but GSI may not launch any web site for such retailers or provide any other e-commerce services prior to January 1, 2000). (b) ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇Until January 1, ▇▇▇▇2000, ▇▇▇ GSI agrees to devote all of its e-commerce related activities to developing the TSA Site and the sites of other retailers which have executed e-commerce services agreements with GSI prior to the date of this Agreement, provided Agreement (except that (i) GSI may enter into additional e-commerce services or e-commerce license agreements agreement with other retailers of sporting goods, athletic footwear or athletic apparel, (ii) GSI may not commence providing any services to develop any web site for such retailers until after the Launch Date (as defined in the E-Commerce Agreement) and (iii) but GSI may not launch any web site for such retailers or provide any other e-commerce services prior to January 1, 2000. * * *).

Exclusive. (a) During the term of this Agreement (i) TSA and its Subsidiaries agree not to engage in the E-Commerce Business except as permitted under Section 2.6(a) of the License Agreement, except that if TSA acquires another business selling sporting goods, athletic footwear and/or athletic apparel Agreement and related goods and services either through land based stores or through catalog sales which is engaged in e-commerce business, TSA can continue to operate the e-commerce business of the acquired business until such time, if ever, that TSA changes 50% or more of the acquired business's land based stores to stores operating under the name "The Sports Authority" or any variation thereof, or changes the catalog name to "The Sports Authority" or any variation thereof, (ii) GSI agrees not to engage in and ▇▇▇.▇▇▇ TSA.com shall not engage in the sale of goods over the Internet as a shareholder▇▇▇▇▇▇older, partner or investor in any corporation, partnership, limited liability company or other entity or venture which generates in excess of 20% of its revenues from the sale of sporting goods, athletic footwear and athletic apparel (other than with TJX Companies, Inc., ▇▇▇▇ Ross Stores, Inc. and any other such party which does not engage in the ▇▇▇ sale of sporting goods, athletic footwear and athletic apparel in the United States, Canada, Japan, any other nation in which the predominant language is English or any other nation in which TSA, any of its Subsidiaries or any corporation, LLC or other entity or venture in which TSA has more than a 19% interest engages in the sale of sporting goods, athletic footwear and athletic apparel or has announced its intention to commence doing so within six months and in fact does so) (the foregoing shall not prevent GSI from taking the actions permitted in Section 11.2(b)entering into additional e-commerce services or e-commerce license agreement with other retailers of sporting goods, athletic footwear or athletic apparel, but GSI may not launch any web site for such retailers or provide any other e-commerce services prior to January 1, 2000). (b) ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇Until January 1, ▇▇▇▇2000, ▇▇▇ GSI agrees to devote all of its e-commerce related activities to developing the TSA Site and the sites of other retailers which have executed e-commerce services agreements with GSI prior to the date of this Agreement, provided Agreement (except that (i) GSI may enter into additional e-commerce services or e-commerce license agreements agreement with other retailers of sporting goods, athletic footwear or athletic apparel, (ii) GSI may not commence providing any services to develop any web site for such retailers until after the Launch Date (as defined in the E-Commerce Agreement) and (iii) but GSI may not launch any web site for such retailers or provide any other e-commerce services prior to January 1, 2000. * * *).

Exclusive. (a) During the term of this Agreement (i) TSA and its Subsidiaries agree not to engage in the E-Commerce Business except as permitted under Section 2.6(a) of the License Agreement, except that if TSA acquires another business selling sporting goods, athletic footwear and/or athletic apparel and related goods and services either through land based stores or through catalog sales which is engaged in e-commerce business, TSA can continue to operate the e-commerce business of the acquired business until such time, if ever, that TSA changes 50% or more of the acquired business's land based stores to stores operating under the name "The Sports Authority" or any variation thereof, or changes the catalog name to "The Sports Authority" or any variation thereof, (ii) GSI agrees not to engage in and ▇▇▇.▇▇▇ TSA.com shall not engage in the sale of goods over the Internet as Inte▇▇▇▇ ▇▇ a shareholder, partner or investor in any corporation, partnership, limited liability company or other entity or venture which generates in excess of 20% of its revenues from the sale of sporting goods, athletic footwear and athletic apparel (other than with TJX Companies, Inc., ▇▇▇▇ Ross Stores, Inc. and any other such party which does not engage e▇▇▇▇e in the sale of sporting goods, athletic footwear and athletic apparel in the United States, Canada, Japan, any other nation in which the predominant language is English or any other nation in which TSA, any of its Subsidiaries or any corporation, LLC or other entity or venture in which TSA has more than a 19% interest engages in the sale of sporting goods, athletic footwear and athletic apparel or has announced its intention to commence doing so within six months and in fact does so) (the foregoing shall not prevent GSI from taking the actions permitted in Section 11.2(b)). (b) Until January 1, 2000, GSI agrees to devote its e-commerce ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇, ▇ ▇▇▇▇, ▇▇▇ agrees to devote its e-commerce related activities to developing loping the TSA Site and the sites of other retailers which have executed e-commerce services agreements with GSI prior to the date of this Agreement, provided that (i) GSI may enter into additional e-commerce services or e-commerce license agreements with other retailers of sporting goods, athletic footwear or athletic apparel, (ii) GSI may not commence providing any services to develop any web site for such retailers until after the Launch Date (as defined in the E-Commerce Agreement) and (iii) GSI may not launch any web site for such retailers prior to January 1, 2000. * * *