Product Distribution Arrangements. (a) With respect to any Covered Product, Citigroup shall cause each Citigroup Distributor to provide Xxxx Xxxxx and its Affiliates (including, after the closing of the Transaction, CAM) substantially the same access to distribution by the applicable Citigroup Distributor or Distributors (i) with respect to an existing CAM Product or a CAM Product introduced after the date hereof and prior to the closing of the Transaction, on at least as favorable a basis as such Citigroup Distributor currently provides with respect to such CAM Product or provides to such new CAM Product on the date of the closing of the Transaction and (ii) with respect to any existing Xxxx Xxxxx Product or, subject to Section 8(a), any Xxxx Xxxxx Product or CAM Product introduced after the date of the closing of the Transaction, on at least as favorable a basis as such Citigroup Distributor that distributes CAM Products and Xxxx Xxxxx Products provides to other investment products that would be generally viewed as competitive with the applicable Xxxx Xxxxx Product or new CAM Product in the channel in question; provided that access for any of the foregoing products to distribution by such Citigroup Distributor shall be subject to the Applicable Standards and Practices of the applicable Citigroup Distributor with respect to investment products distributed by such Citigroup Distributor, and provided, further, that where multiple compensation programs are utilized for similar or competitive products in a channel, the foregoing standard shall have been complied with if Xxxx Xxxxx is permitted to determine which program it wishes to utilize. After the date hereof and prior to the closing of the Transaction, Citigroup agrees that it will not reduce the level of access that any of the existing CAM Products have to distribution by Citigroup Distributors. With respect to any Citigroup Distributor that does not at the time in question distribute Covered Products, Citigroup will, upon the request of Xxxx Xxxxx, use all commercially reasonable efforts to obtain distribution of Covered Products by such Citigroup Distributor on the same terms as provided by clauses (i) and (ii) above.
(b) The Citigroup Distributors shall have the exclusive right to distribute the Xxxx Xxxxx Exclusive Equity Products for three years from the Commencement Date so long as:
(i) The Citigroup Distributors use commercially reasonable efforts within the framework of applicable Requirements of Law and Applicable Standards and ...
Product Distribution Arrangements. (a) Except as otherwise agreed to by the Parties, with respect to any Covered Products, Xxxxxxx Xxxxx shall cause each Xxxxxxx Xxxxx Distributor to continue to provide BlackRock and its Affiliates (including, after the closing of the Transaction, MLIM) Distribution by Xxxxxxx Xxxxx Distributors with respect to each Covered Product Distributed by such Xxxxxxx Xxxxx Distributor as of the date of the Transaction Agreement or on the date hereof, subject to Requirements of Law and the Applicable Standards and Practices of the applicable Xxxxxxx Xxxxx Distributor with respect to Covered Products Distributed by such Xxxxxxx Xxxxx Distributor. For the avoidance of doubt, in accordance with Applicable Standards and Practices, prior to terminating Distribution of any Covered Product as a result of the application of Applicable Standards and Practices, consistent with current Xxxxxxx Xxxxx operating practice the applicable Xxxxxxx Xxxxx Distributor shall, as early as reasonably practicable, discuss with BlackRock the reasons therefor and to the extent practicable give BlackRock the opportunity to bring the Covered Product back into compliance with Applicable Standards and Practices and, in the event of termination, discuss with BlackRock and consider the substitution of another Covered Product for the terminated Product, consistent with Requirements of Law and Applicable Standards and Practices.
(i) The economic terms between the Parties for Distribution by the Xxxxxxx Xxxxx Distributors with respect to each Covered Product in effect as of the date of the Transaction Agreement shall remain the same as those in effect on such date, except as the parties may otherwise agree, and the economic terms between the Parties for Distribution by the Xxxxxxx Xxxxx Distributors with respect to each other Covered Product in effect as of the date of this Agreement shall remain the same as those in effect as of the date of this Agreement (collectively, the “Current Terms”). A summary of the Current Terms (the “Summary”) has been developed by Xxxxxxx Xxxxx and BlackRock. With respect to any Covered Product first Distributed by a Xxxxxxx Xxxxx Distributor after the date hereof that falls within a category, type or platform set forth in the Summary and for which the Current Terms includes the relevant economic terms, such economic terms shall apply equally to the newly introduced Covered Product.
(ii) With respect to any Covered Product first Distributed by a Xxxxxxx Xxxxx Distributor ...
