Parallel Imports Sample Clauses
A Parallel Imports clause restricts or regulates the importation and sale of genuine goods that have been legally produced and sold in another country, but not through the authorized distribution channels of the rights holder in the target market. In practice, this clause may prohibit distributors or retailers from sourcing products from outside the designated territory, even if those products are authentic, or it may set conditions under which such imports are allowed. The core function of this clause is to protect the rights holder’s control over distribution, pricing, and market segmentation, thereby preventing unauthorized competition and maintaining the integrity of authorized supply chains.
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Parallel Imports. 7.4.1. Onconova shall not at any time during the Term enter into any agreement whereby it would: (a) sell, market, promote or distribute, directly or indirectly, the Licensed Product in the Licensed Field in the Licensed Territory; or (b) sell or distribute the Licensed Product to any Third Party outside the Licensed Territory if Onconova has knowledge that such person intends to sell such Licensed Product in the Licensed Field in the Licensed Territory. To the extent permitted by Law, Onconova shall secure from such Third Party its obligation to abide by the restrictions relating to inside the Licensed Territory contained in this Section 7.4.1, including refraining from knowingly engaging, directly or indirectly, in parallel importation or dealing in “grey market” products in connection with its sale and distribution of the Licensed Products. Onconova will use Commercially Reasonable Efforts to take legal action against its Licensees as is necessary to prevent the importation into the Licensed Territory of Licensed Product sold and intended for sale outside of the Licensed Territory.
7.4.2. ▇▇▇▇▇▇ shall not at any time during the Term enter into any agreement whereby it would: (a) sell, market, promote or distribute, directly or indirectly, the Licensed Product in the Licensed Field outside of the Licensed Territory; or (b) sell or distribute the Licensed Product to any Third Party inside the Licensed Territory if ▇▇▇▇▇▇ has knowledge that such person intends to sell such Licensed Product in the Licensed Field outside of the Licensed Territory. To the extent permitted by Law, ▇▇▇▇▇▇ shall secure from such Third Party its obligation to abide by the restrictions relating to inside the Licensed Territory contained in this Section 7.4.2, including refraining from knowingly engaging, directly or indirectly, in parallel importation or dealing in “grey market” products in connection with its sale and distribution of the Licensed Products. ▇▇▇▇▇▇ will use Commercially Reasonable Efforts to take legal action against its Sublicensees as is necessary to prevent the exportation outside of the Licensed Territory of Licensed Product sold and intended for sale inside of the Licensed Territory.
Parallel Imports. To the extent not otherwise prohibited by applicable laws, each Party shall not, and shall cause its Affiliates and sublicensees not to, directly sell any Drug Product to persons in the Territory of the other Party or to sell any Drug Product to distributors or Third Parties in the Territory of the other Party or to any Third Party that a Party has reasonable grounds to believe are likely to import any Drug Product into the Territory of the other Party. If a Party becomes aware that a Third Party is exporting Drug Products acquired from such Party or its Affiliates or sublicensees to a country in the Territory of the other Party, then such first Party shall, within its legal rights and the remedies afforded by applicable laws, stop or deter such Third Party from continuing such exportation, including by ceasing or limiting the supply of Drug Products to such Third Party. All inquiries or orders received by a Party or its Affiliates or sublicensees for Drug Products to be delivered or distributed in the Territory of the other Party shall be referred to the other Party or its designee.
Parallel Imports. For so long as a Party retains a license or sublicense to a Patent Right in one country but no longer has a license or sublicense of a related Patent Right in another country, the other Party covenants not to assert against the Party related Patent Rights in other countries for parallel imports into such other countries of otherwise infringing products sold by or on behalf of the Party in the Party’s Exclusive Field.
Parallel Imports. Need for parallel imports arises when availability of patented product is not sufficient to meet the demand. This type of contingency can arise similar to the situation as it arose in USA about the availabilit y of ‘Anthrax’, availability of HIV/AIDS drugs in African countries. and the most recent phenomena of SARS in China, Hong Kong and certain other countries There are no effective drugs for SARS so there was no drug to “Parallel Import”; however if there was a drug then there would have been the need. Should this be therefore rephrased or too complicated and simply omit it? To meet such a kind of contingency it is important that the national legislation must provide for clear cut provision so that no constraint is raised when parallel imports are authorized. Similarly, it should also be possible to import patented products if they are available in foreign markets at prices lower than the prices at which the same are being marketed by the patent holder in the country. According to Doha Declaration the member countries are free to establish their own regime for such exhaustion of right without challenge, subject to National Treatment and Most Favoured Nation Treatment under provisions of Articles 3 and 4 of the TRIPS Agreement. ⮚ “For the purpose of this Act importation of patented product at cheaper price or to meet the shortages by any enterprise from an enterprise which is duly authorized by t he patentee or the licensee to produce and to sell or distribute the product shall not be considered as an infringement of patent rights provided the same is authorized by the Controller of Patents.”
Parallel Imports. During the Exclusive License Period, Reduct shall not permit the sale of the Probe Products to purchasers for use within the Territory or to purchasers outside the Territory whom Reduct has reasonable reason to believe intend to use the Probe Products in the Territory or re-sell the Probe Products to an entity located in the Territory. In addition, Reduct shall require its licensees to agree in writing that they will not market, distribute, export, sell, deliver, service or lease the Probe Products for use in the Territory. Reduct shall not be liable to Licensee if the end-users export, sell, use or lease such Probe Products into the Territory provided that Reduct complies with the foregoing sentence. Both Parties will agree on a course of action to restrict or limit such distribution into the Territory.
Parallel Imports. Licensor does not grant exclusivity protection against sale or rental in the Territory of Videograms embodying the Picture imported from outside the Territory. Licensor only agrees, subject to Paragraph iv), that during the License Period for any Video Licensed Right it will not sell or authorize sale of Videograms embodying the Picture in any Authorized Language within the Region where those Videograms are intended for primary consumer sale or rental within the Territory.
Parallel Imports. Taiho agrees to use diligent efforts to prevent Products sold by Taiho or its Sublicensees for use in […***…] from being resold or distributed outside the Territory.
Parallel Imports. Neither Party nor its Affiliates, Licensees or Sublicensees or Third Party distributors shall knowingly take any action (or enable a Third Party to take any action) to export a Product from Greater China into the U.S. or ▇▇▇▇▇▇▇ Territory (or to solicit or offer incentives to patients in Greater China to obtain treatment with a Product in the U.S. or ▇▇▇▇▇▇▇ Territory), or from the U.S. or ▇▇▇▇▇▇▇ Territory into Greater China (or to solicit or offer incentives to patients in the U.S. or ▇▇▇▇▇▇▇ Territory to obtain treatment with a Product in Greater China).
Parallel Imports. It is recognized that Parallel Importation of OT- fentanyl Products could affect Elan"s commercial interests in the Territory and Anesta"s commercial interests outside the Territory.
(a) It is agreed that if in any financial year (being 1st January to 31st December), Parallel Imports of the OT-fentanyl Products into a Select Country [ ] of Net Sales of OT-fentanyl Products in such Select Country during that financial year, [
(b) It is agreed that if in any financial year (being 1st January to 31st December), there are sales of OT-fentanyl Products originating from Elan or its Subdistributors to buyers within a country of the European Union outside the Territory and such [ ].
Parallel Imports. The Parties understand that both the ------------------ Company's and Distributor's control is limited with regard to the marketing and sale of the Products from third party customers to consumers. However, both Distributor and the Company will use their best efforts to protect the exclusivity of this Agreement by stopping, where legally permissible, the sale by any third party customer to consumers in the Territory not sold directly by the Company or Distributor.