Common use of Loss of Exclusivity Clause in Contracts

Loss of Exclusivity. (i) Distributor shall not import or sell a drug-eluting stent product for coronary use from another manufacturer or supplier in the Territory. In the event Supplier provides a DES for peripheral use to Distributor, then Distributor shall not import or sell a drug-eluting stent product for peripheral use from another manufacturer or supplier in the Territory. In the event Distributor imports or sells a drug-eluting stent product for coronary use or peripheral use, if applicable, from another manufacturer or supplier in the Territory, then, notwithstanding Section 2(a), Supplier shall have the right, in its sole discretion and in addition to any other remedies available to Supplier, to convert this Agreement with respect to DES to co-exclusive in the Territory (i.e., Supplier could sell in the Territory directly, or through one other distributor) by written notice to Distributor. (ii) In the event Supplier so elects to convert this Agreement to co-exclusive, the Supplier shall pay Distributor a conversion fee equal to [ * ], and Distributor will transfer all import, regulatory, and reimbursement registrations and approvals relating to DES in the Territory to Supplier provided that Supplier shall provide Distributor with all necessary licenses and permits for Distributor to distribute DES in the Territory in accordance with the terms of this Agreement.