Common use of Exclusivity and Non-Competition Clause in Contracts

Exclusivity and Non-Competition. (a) During the Term of this Agreement and for a period of five years after termination of this Agreement, the Distributor shall not directly or indirectly, manufacture, sell, distribute or otherwise deal in or be associated with promotion in the Territory of cigarette paper or cigarette paper booklets ("Competitive Products") (including, but not limited to, owning an interest in any company, partnership or other entity which directly or indirectly manufactures, sells or distributes Competitive Products) except for (i) the distribution and sale of such products produced by Bollore or by an Alternate Supplier or by the Distributor as permitted by Sections 3(g), 10(a) and 10(b); (ii) ownership of no more than 2% of the issued and outstanding stock of a company whose securities are publicly traded on a national securities exchange or an over-the-counter or similar public market; and (iii) the distribution and sale of products manufactured by USTC with Bollore's consent pursuant to the Consent Agreement. In addition, during the term of this Agreement and for a period of five years after termination of this Agreement, the Distributor shall cause its subsidiaries and affiliates (which for purposes of this Agreement shall be deemed to include any Parent of the Distributor and the Original Stockholders and Permitted Transferees (as such terms are defined in section 11)) (collectively, the "Non-Compete Party") to comply with the provisions of this Section. (b) During the term of this Agreement, the Distributor shall not permit any individual to serve as a director of the Distributor or its subsidiaries and affiliates if such individual is an officer, director or employee of a corporation, partnership or other entity which directly or indirectly manufactures, sells, distributes or promotes Competitive Products. (c) The Distributor acknowledges that there may be no adequate remedy at law, and that money damages may not be an adequate remedy for a breach of this Section. Therefore, the Distributor agrees that Bollore shall have the right, in addition to its rights under Section 6(b)(iv) and any other rights it may have, to injunctive relief and specific performance in the event of the Distributor's breach of this Section 5. This remedy shall be cumulative and shall in no way limit any other remedy Bollore may have at law, in equity or under this Agreement.

Exclusivity and Non-Competition. (a) During the Term of this Agreement and for a period of five years after termination of this Agreement, the Distributor shall not directly or indirectly, manufacture, sell, distribute or otherwise deal in or be associated with promotion in the Territory of cigarette paper or cigarette paper booklets ("Competitive Products") (including, but not limited to, owning an interest in any company, partnership or other entity which directly or indirectly manufactures, sells or distributes Competitive Products) except for (i) the distribution and sale of such products produced by Bollore or by an Alternate Supplier or by the Distributor as permitted by Sections 3(g3(f), 10(a9(a) and 10(b9(b); (ii) ownership of no more than 2% of the issued and outstanding stock of a company whose securities are publicly traded on a national securities exchange or an over-the-counter or similar public market; and (iii) the distribution and sale of products manufactured by USTC with Bollore's consent pursuant to the Consent Agreement. In addition, during the term of this Agreement and for a period of five years after termination of this Agreement, the Distributor shall cause its subsidiaries and affiliates (which for purposes of this Agreement shall be deemed to include any Parent of the Distributor and the Original Stockholders and Permitted Transferees (as such terms are defined in section 11Section 10)) (collectively, the "Non-Compete Party") to comply with the provisions of this Section. (b) During the term of this Agreement, the Distributor shall not permit any individual to serve as a director of the Distributor or its subsidiaries and affiliates if such individual is an officer, director or employee of a corporation, partnership or other entity which directly or indirectly manufactures, sells, distributes or promotes Competitive Products. (c) The Distributor acknowledges that there may be no adequate remedy at law, and that money damages may not be an adequate remedy for a breach of this Section. Therefore, the Distributor agrees that Bollore shall have the right, in addition to its rights under Section 6(b)(iv) and any other rights it may have, to injunctive relief and specific performance in the event of the Distributor's breach of this Section 5. This remedy shall be cumulative and shall in no way limit any other remedy Bollore may have at law, in equity or under this Agreement.

Exclusivity and Non-Competition. (a) During the Term of this Agreement and for a period of five years after termination of this Agreement, the Distributor shall not directly or indirectly, manufacture, sell, distribute or otherwise deal in or be associated with promotion in the Territory of cigarette paper or cigarette paper booklets ("Competitive Products") (including, but not limited to, owning an interest in any company, partnership or other entity which directly or indirectly manufactures, sells or distributes Competitive Products) except for (i) the distribution and sale of such products produced by Bollore or by an Alternate Supplier or by the Distributor as permitted by Sections 3(g3(f), 10(a9(a) and 10(b9(b); (ii) ownership of no more than 2% of the issued and outstanding stock of a company whose securities are publicly traded on a national securities exchange or an over-the-counter or similar public market; and (iii) the distribution and sale of products manufactured by USTC with Bollore's consent pursuant to the Consent Agreement. In addition, during the term of this Agreement and for a period of five years after termination of this Agreement, the Distributor shall cause its subsidiaries and affiliates (which for purposes of this Agreement shall be deemed to include any Parent of the Distributor and the Original Stockholders and Permitted Transferees (as such terms are defined in section 11Section 10)) (collectively, the "Non-Compete Party") to comply with the provisions of this Section. (b) During the term of this Agreement, the Distributor shall not permit any individual to serve as a director of the Distributor or its subsidiaries and affiliates if such individual is an officer, director or employee of a corporation, partnership or other entity which directly or indirectly manufactures, sells, distributes or promotes Competitive Products. (c) The Distributor acknowledges that there may be no adequate remedy at law, and that money damages may not be an adequate remedy for a breach of this Section. Therefore, the Distributor agrees that Bollore shall have the right, in addition to its rights under Section 6(b)(iv6(b)(v) and any other rights it may have, to injunctive relief and specific performance in the event of the Distributor's breach of this Section 5. This remedy shall be cumulative and shall in no way limit any other remedy Bollore may have at law, in equity or under this Agreement.