Manufacture or Distribution of Competitive Products Sample Clauses

Manufacture or Distribution of Competitive Products. Distributor shall not develop in any way, manufacture or distribute any products or items which are directly competitive with the Products nor represent or provide either directly or indirectly marketing services of any sort to any other manufacturer or distributor for any such item; nor enter into other agreement which is conflicting or not consistent with the purpose of this Agreement. The above mentioned undertaking of the Distributor shall not apply to: (i) any of the Distributor’s current products (including but not limited to the products listed in Exhibit 3.4) and/or any update and/or upgrade of same and/or any new products replacing such current Distributor’s products and/or technology, and (ii) any of Distributor’s activity under cooperation agreements with AGFA-GEVAERT N.V. and/or any of its subsidiaries and/or affiliates.
Sample 1
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Manufacture or Distribution of Competitive Products. Distributor shall not develop in any way, manufacture or distribute any products or items which are directly competitive with the Products nor represent or provide either directly or indirectly marketing services of any sort to any other manufacturer or distributor for any such item; nor enter into other agreement which is conflicting or not consistent with the purpose of this Agreement. The above mentioned undertaking of the Distributor shall not apply to: (i) any of the Distributor’s current products (including but not limited to the products listed in Exhibit 3.4) and/or any update and/or upgrade of same and/or any new products replacing such current Distributor’s products and/or technology. The provision herein allowing Distributor to continue selling his existing competing product listed in Exhibit 3.4 is limited till the end of 2007. Starting beginning of 2008, unless the Parties agreed otherwise in writing, Distributor will cease developing, manufacturing or selling the products outlined in Exhibit 3.4 or any other competing product not supplied by the Distributor.
Sample 1

Related to Manufacture or Distribution of Competitive Products

  • Competitive Products Competitive Products" means products that serve the same function as, or that could be used to replace, products the Company provided to, offered to, or was in the process of developing for a present, former, or future possible customer/partner at any time during the twelve (12) months immediately preceding the last day of Participant's employment (or at any time during Participant's employment if Participant was employed for less than 12 months), with which Participant had direct responsibility for the sale or development of such products or managing those persons responsible for the sale or development of such products.

  • Competing Products The provisions of Section 21 are set forth on attached Exhibit H and are incorporated in this Section 21 by this reference.

  • Combination Products If a LICENSED PRODUCT is sold to any third party in combination with other products, devices, components or materials that are capable of being sold separately and are not subject to royalties hereunder (“OTHER PRODUCTS,” with the combination of products being referred to as “COMBINATION PRODUCTS” and the Other Product and Licensed Product in such Combination Product being referred to as the “COMPONENTS”), the NET SALES of such LICENSED PRODUCT included in such COMBINATION PRODUCT shall be calculated by multiplying the NET SALES of the COMBINATION PRODUCT by the fraction A/(A+B), where A is the average NET SALES price of such LICENSED PRODUCT in the relevant country, as sold separately, and B is the total average NET SALES price of all OTHER PRODUCTS in the COMBINATION PRODUCT in the relevant country, as sold separately. If, in any country, any COMPONENT is not sold separately, NET SALES for royalty determination shall be determined by the formula [C / (C+D)], where C is the aggregate average fully absorbed cost of the Licensed Product components during the prior Royalty Period and D is the aggregate average fully absorbed cost of the other essential functional components during the prior Royalty Period, with such costs being determined in accordance with generally accepted accounting principles. To the extent that any SUBLICENSE INCOME relates to a COMBINATION PRODUCT or is otherwise calculated based on the value of one or more licenses or intellectual property rights held by the COMPANY, an AFFILIATE or SUBLICENSEE, COMPANY shall determine in good faith and report to THE PARTIES the share of such payments reasonably attributable to COMPANY’s or such AFFILIATE’s sublicense of the rights granted hereunder, based upon their relative importance and proprietary protection, which portion shall be the SUBLICENSE INCOME. THE PARTIES shall have the right to dispute such sharing determination in accordance with the dispute provisions of the AGREEMENT.

  • New Products You agree to comply with NASD Notice to Members 5-26 recommending best practices for reviewing new products.

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.

  • Combination Product The term “

  • Licensed Product “Licensed Product” shall mean any article, composition, apparatus, substance, chemical material, method, process or service whose manufacture, use, or sale is covered or claimed by a Valid Claim within the Patent Rights. For clarity, a “Licensed Product” shall not include other product or material that (a) is used in combination with Licensed Product, and (b) does not constitute an article, composition, apparatus, substance, chemical material, method, process or service whose manufacture, use, or sale is covered or claimed by a Valid Claim within the Patent Rights.

  • Commercialization License Subject to the terms of this Agreement, including without limitation Section 2.2 and Theravance's Co-Promotion rights in Section 5.3.2, Theravance hereby grants to GSK, and GSK accepts, an exclusive license under the Theravance Patents and Theravance Know-How to make, have made, use, sell, offer for sale and import Alliance Products in the Territory.

  • Commercialization Intrexon shall have the right to develop and Commercialize the Reverted Products itself or with one or more Third Parties, and shall have the right, without obligation to Fibrocell, to take any such actions in connection with such activities as Intrexon (or its designee), at its discretion, deems appropriate.

  • Licensed Territory Worldwide NIH Patent License Agreement—Exclusive APPENDIX C – ROYALTIES Royalties:

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