Exclusivity; Preferred Placement Sample Clauses

Exclusivity; Preferred Placement. During the Exclusive Period, -------------------------------- eMachines agrees that, other than xXxxxxxxx.Xxx, the AOL Services shall be the only Interactive Services to be bundled or otherwise distributed with the Products; provided that notwithstanding the foregoing, eMachines shall be permitted to distribute through the Products Microsoft's Internet Explorer and any Interactive Services sponsored by Microsoft only to the extent eMachines is so obligated under agreements in connection with its use of Microsoft Windows and the license of the Microsoft operating system (the "Microsoft Agreements"). In addition, eMachines shall give AOL thirty (30) days written notice prior to a review of the xXxxxxxxx.Xxx connectivity provider (currently to be provided by UUNet) (the "Connectivity Provider Review") and shall give AOL the opportunity to bid on becoming the xXxxxxxxx.Xxx connectivity provider and shall otherwise allow AOL to participate in the negotiations during the Connectivity Provider Review. With respect to eMachines' obligations under the Microsoft Agreement to promote certain other Interactive Services on the Products and with respect to xXxxxxxxx.Xxx, eMachines agrees that the AOL Services shall be promoted no less favorably than such Interactive Services on the Products. During the term of this Agreement or until otherwise addressed in Section 19 of this Agreement, eMachines shall not change the default portal of xXxxxxxxx.Xxx (i.e. Netscape Netcenter) without the prior written consent of AOL, such consent shall be in AOL's sole discretion. Notwithstanding the provisions of this Section 2, eMachines obligations under this Agreement are subject to the Microsoft Agreements, its existing Agreement with UUNet, and its existing agreement with Trigem and with regard to any future agreements between eMachines and Microsoft Corporation, eMachines shall not subscribe to or make available a Microsoft sponsored Interactive Service unless obligated to do so under eMachines' license of the Microsoft operating system.
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Related to Exclusivity; Preferred Placement

  • Order Placement To place orders for the Trustee to create or redeem one or more Baskets, Authorized Participants must follow the procedures for creation and redemption referred to in Section 3 of this Agreement and the procedures described in Attachment A hereto (the “Procedures”), as each may be amended, modified or supplemented from time to time.

  • Terms of Placement Warrants Each Placement Warrant shall have the terms set forth in the Warrant Agreement.

  • Subsequent Placements (a) From the date hereof until the Effective Date, the Company will not, directly or indirectly, offer, sell, grant any option to purchase, or otherwise dispose of (or announce any offer, sale, grant or any option to purchase or other disposition of) any of its or the Subsidiaries’ equity or equity equivalent securities, including without limitation any debt, preferred stock or other instrument or security that is, at any time during its life and under any circumstances, convertible into or exchangeable or exercisable for Common Stock or Common Stock Equivalents (any such offer, sale, grant, disposition or announcement being referred to as a “Subsequent Placement”).

  • Terms of the Units and Placement Warrants 8.1 The Units and their component parts are substantially identical to the units to be offered in the IPO except that: (i) the Units and component parts will be subject to transfer restrictions described in the Insider Letter, (ii) the Placement Warrants will be non-redeemable so long as they are held by the initial holder thereof (or any of its permitted transferees), and may be exercisable on a “cashless” basis if held by a Subscriber or its permitted transferees, as further described in the Warrant Agreement and (iii) the Units and component parts are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after the expiration of the lockup described above in clause (i) and they are registered pursuant to the Registration Rights Agreement to be signed on or before the date of the Prospectus or an exemption from registration is available.

  • Termination of Placement Warrants It is agreed and acknowledged that immediately prior to the Closing, and without any action on the part of the Company or the Warrant Holder, the Placement Warrants shall be terminated and cancelled in full and rendered null and void. And all past, current, or future obligations of the Parties under the Placement Warrants shall be extinguished, except as otherwise expressly set forth in this Agreement. The Warrant Holder acknowledges and agrees that as of the Closing, it shall have no surviving right, title or interest in or to the Placement Warrants, any shares purchasable thereunder or any other option, warrant, right or interest to acquire any equity of the Company.

  • Authorization Purchase and Sale Terms of the Private Placement Warrants A. Authorization of the Private Placement Warrants. The Company has duly authorized the issuance and sale of the Private Placement Warrants to the Purchaser.

  • Post-IPO Warrants The Post-IPO Warrants, when and if issued, shall have the same terms and be in the same form as the Public Warrants except as may be agreed upon by the Company.

  • Terms of the Private Placement Warrants (i) Each Private Placement Warrant shall have the terms set forth in a Warrant Agreement to be entered into by the Company and a warrant agent on the IPO Closing Date, in connection with the Public Offering (the “Warrant Agreement”).

  • Preferred Shares Notwithstanding Section 11.4.1, for the purpose of any computation hereunder, the "current per share market price" of the Preferred Shares shall be determined in the same manner as set forth above in Section 11.4.1 (other than the last sentence thereof). If the current per share market price of the Preferred Shares cannot be determined in the manner described in Section 11.4.1, the "current per share market price" of the Preferred Shares shall be conclusively deemed to be an amount equal to 100 (as such number may be appropriately adjusted for such events as stock splits, stock dividends and recapitalizations with respect to the Common Shares occurring after the date of this Agreement) multiplied by the current per share market price of the Common Shares (as determined pursuant to Section 11.4.1). If neither the Common Shares nor the Preferred Shares are publicly held or so listed or traded, or if on any such date neither the Common Shares nor the Preferred Shares are so quoted and no such market maker is making a market in either the Common Shares or the Preferred Shares, "current per share market price" of the Preferred Shares shall mean the fair value per share as determined in good faith by the Board of Directors of the Company, or, if at the time of such determination there is an Acquiring Person, by a nationally recognized investment banking firm selected by the Board of Directors of the Company, which shall have the duty to make such determination in a reasonable and objective manner, which determination shall be described in a statement filed with the Rights Agent and shall be conclusive for all purposes. For purposes of this Agreement, the "current per share market price" of one one-hundredth of a Preferred Share shall be equal to the "current per share market price" of one Preferred Share divided by 100.

  • Authorization of the Private Placement Warrants The Company has duly authorized the issuance and sale of the Private Placement Warrants to the Purchaser.

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