Non-Competition/Exclusivity Clause Samples
A Non-Competition/Exclusivity clause restricts one party from engaging in business activities that compete with or are similar to those of the other party, or from entering into agreements with competitors during the term of the contract. Typically, this clause may prohibit a party from providing similar services, selling similar products, or working with direct competitors within a defined geographic area and time frame. Its core function is to protect the business interests of one party by preventing conflicts of interest and ensuring that confidential information or business opportunities are not used to benefit competitors.
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Non-Competition/Exclusivity. 6.1 In the event that this Agreement shall be terminated: (i) by COLMEI or (ii) by VENDOR - as a result of VENDOR’s breach, VENDOR shall not, during a period of twelve (12) months after the termination of this Agreement, offer, sell, license, promote or advertise, whether directly or indirectly, any products similar to or competitive with the Products, to clients in the Territory which purchased or were offered to purchase Products during the term of this Agreement.
6.2 VENDOR undertakes that it will not replicate or produce a variant of any product manufactured for COLMEI in any form whatsoever and supply to anyone else except COLMEI. Any concept provided by COLMEI shall be kept confidential and VENDOR will not be allowed to sell products using that same concept which is been given by COLMEI.
Non-Competition/Exclusivity. As a material inducement for PIM to enter into this Agreement and for the PIM Investors to enter into the Master Venture Agreement and allow the Subsidiaries to be formed, Ashford covenants and agrees with PIM and each PIM Investor during the Initial Term and prior to (i) the full funding of the Ashford Capital Commitment to one or more Master Ventures or Subsidiaries or (ii) termination of the Program pursuant to Section 8 hereof, that Ashford will not, other than through the Program, a Master Venture or any Subsidiary, acquire, negotiate, own, administer, service, sell, dispose of, or otherwise deal, directly or indirectly, with, any Acquisition Opportunities or Qualifying Investments, in each case so long as they are Active, during the term of this Agreement; provided, however, that nothing herein shall prevent Ashford from continuing to own, administer, service, sell, finance, refinance, restructure, dispose of, or otherwise deal, directly or indirectly, with, any investments or assets (i) owned by Ashford as of the date of this Agreement, or (ii) acquired by Ashford in compliance with the terms of this Agreement after the date hereof.
Non-Competition/Exclusivity. 13.1 Except when required by law or regulation relating to health maintenance organizations, if during the term of this Agreement, IPA or any affiliate, subsidiary, or its parent directly or indirectly begins to operate or files for a license to operate a health maintenance organization or provider sponsored organization or provider sponsored network in MDNY's service areas, MDNY shall have the right to terminate this Agreement upon one hundred eighty (180) days written notice. IPA shall notify MDNY in writing no less than one hundred eighty (180) days prior to any such occurrence.
13.2 The exclusivity of this Agreement shall be governed by the terms of Exhibit C, attached hereto and incorporated herein.
13.3 During the term of this Agreement, JPA is prohibited from soliciting any Member for the purpose of marketing other health maintenance organization plans to Member. In the event this Agreement terminates as a result of a breach by IPA of this provision, the contracts between IPA and IPA Participating Providers, including facilities and ancillary service providers with which IPA has contracts, shall automatically be assigned to MDNY.
Non-Competition/Exclusivity. The parties agree that so long as this Agreement has not been terminated, neither party will compete with the other in connection with the offering or distribution of stored value debit cards or credit cards affiliated with an individual GROCERY CATEGORY entity as contemplated herein. Moreover, the parties agree that, during the term of this Agreement, they will exclusively work with each other in connection with the GROCERY CATEGORY card program as defined herein.
Non-Competition/Exclusivity. (a) During the Term and the Wind-Down Period, neither Siebert nor any of its Affiliates will launch, directly or indirec▇▇▇, ▇▇ alliance substantially similar to the one contemplated herein (which is, providing Brokerage Accounts with integrated personal finance content targeted to U.S. customers) with any financial portal (e.g., AOL, Yahoo) or financial website or financial software
(a) is not intended to preclude Siebert from offering SiebertNet on a private label basis to ▇▇▇▇▇ and/or insurance companies (it being understood that any such offering shall not include any Intuit Content, tools, trademarks, functionality, software or other technology).
(b) During the Term and the Wind-Down Period, Intuit and its Affiliates shall not, either directly or through a strategic alliance substantially similar to the one contemplated herein, offer branded or co-branded Brokerage Accounts targeted to U.S. customers, unless Intuit is entitled to convert (whether because they are allocated to Intuit or otherwise) some or all of the customers following termination. Intuit shall not, however, be prohibited from providing branded or co-branded tools or content (but not Brokerage Accounts) to other broker-dealers or from promoting competitive products or services of broker-dealers through a variety of advertising and marketing relationships except as expressly prohibited by the first three sentences of Section 5(a). Further, nothing shall prohibit Intuit from providing connectivity to users of the Quicken Products or other Intuit products that enables them to download or otherwise access their other financial institution account information into or through the Quicken Products or other Intuit products or on the Joint Brokerage Service. In addition, notwithstanding the foregoing, if this Agreement is not terminated by Intuit pursuant to Section 9(b)(i) or 9(b)(x), during the Wind-Down Period Intuit and its Affiliates may negotiate and enter into an agreement to provide such products and services; provided that such products and services are available only after the end of the Wind-Down Period. Notwithstanding anything in this Agreement to the contrary, Intuit shall not be prohibited from marketing or providing, directly or indirectly, investment products and services to small businesses, sole proprietors or individual employees through their employers pursuant to Intuit's agreement with the Principal Life Insurance Company dated September 26, 2001 (the "Principal Agreement...
Non-Competition/Exclusivity. RAPT agrees that it will not work independently of this Agreement within the Territory during the Term for itself or with any Third Party (including the grant of any license or option to any Third Party) or enable a Third Party with respect to discovery, research, development and/or commercialization activities of [***]. Hanmi agrees that it will not work independently of this Agreement within the Territory during the Term for itself or with any Third Party (including the grant of any license or option to any Third Party) or enable a Third Party with respect to discovery, research, development and/or commercialization activities of [***].
Non-Competition/Exclusivity. The Company shall not, and shall not permit any of its Subsidiaries to, enter into or renew any agreements containing, or that otherwise subject the Company or any Subsidiary to, any non-competition, exclusivity or other material restriction on its business.
Non-Competition/Exclusivity. 15.1. Except when required by law or regulation relating to health maintenance organizations (including single purpose HMOs), if during the term of this Agreement IPA or any affiliate, subsidiary, or its parent directly or indirectly begins to operate or files for a license to operate a health maintenance organization or Provider Sponsored Organization or Provider Sponsored Network in MDNY's service areas, MDNY shall have the right to terminate this Agreement upon one hundred eighty (180) days written notice. IPA shall notify MDNY in writing no less than one hundred eighty (180) days prior to any such occurrence.
15.2. The exclusivity of this Agreement shall be governed by the terms of Exhibit F, attached hereto and incorporated herein.
15.3. During the term of this Agreement, IPA is prohibited from soliciting any Member for the purpose of marketing other health maintenance organization plans to Member, with the exception of patients that have a prior relationship with a Participating Provider.
Non-Competition/Exclusivity. (a) Except as otherwise provided herein, during the EDP, neither MCA nor PACE nor any affiliate of MCA or PACE shall, directly or indirectly, through an entity which it controls, construct, own, manage, control, operate, be employed by or lend its name to an Amphitheatre within the lessor of 75 miles or the applicable Metropolitan Statistical Area (as defined
Non-Competition/Exclusivity. The Sellers will not (without the prior written consent of the Buyer) at any time within 90 days from the Effective Date, either individually or in partnership or jointly or in conjunction with any person or persons, firm, association, related party, body corporate, syndicate, company or corporation, as principal, agent, employee officer, director or shareholder or in any other manner whatsoever carry on or be engaged in or concerned with or interested in, or advise, lend money to, guarantee the debts or obligations of, or permit his name or any part thereof to be used or employed by or associated with, any person or persons, firm, association, syndicate, company or corporation engaged in or concerned with of interested in, any business which competes with the Business (except as a shareholder, officer, director or employee of the Buyer) within a radius of 1000 miles from the patents. On Closing, the Seller agrees to deliver to the Buyer a non-competition and exclusivity agreement, in form and substance satisfactory to the Buyer, which incorporates this provision.
