RESERVED TERRITORIES AND NON-COMPETITION Sample Clauses

RESERVED TERRITORIES AND NON-COMPETITION. 3.1 Development of the Compound and/or Product for and Commercialization of the Product in all countries other than those in the Territory (the “Reserved Territory”) are reserved exclusively to ARIAD US or its Affiliates, or to Third Parties appointed by ARIAD US or its Affiliates, as the case may be. In consideration of the licenses granted to ARIAD SWISSCO by ARIAD US under Section 2.1, ARIAD SWISSCO shall refrain from (i) [**] in the Reserved Territory and/or (ii) [**] to Customers located in any country within the Reserved Territory or to Third Parties with the knowledge that such Third Party may be intending to sell the Product into the Reserved Territory. Without limiting the foregoing, ARIAD SWISSCO shall use Commercially Reasonable Efforts to refrain from the following activities solely with respect to the Product, except for permitted activities under this Agreement:
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RESERVED TERRITORIES AND NON-COMPETITION. 3.1 Development of the Product for and commercialization of the Product in all countries other than those in the Territory are reserved exclusively to ARIAD or its Affiliates, or to Third Parties appointed by ARIAD or its Affiliates, as the case may be. Notwithstanding the foregoing, at Otsuka’s request made within [***] ([***])[***] after the Effective Date, the Parties shall discuss expanding the Territory under this Agreement to include [***] (provided that ARIAD is not prohibited from engaging in such discussions with Otsuka as a result of any agreement with, exclusive negotiation restriction, or other legally binding exclusivity obligations to a Third Party), and if mutually agreed by the Parties within [***] ([***])[***] of Otsuka’s request (or such longer period as the Parties may agree upon) (each in its sole discretion and with no obligation for either Party to agree), the Parties shall execute an amendment to this Agreement to include [***] in the definition of the Territory under this Agreement (with all other terms and provisions of this Agreement remaining unchanged). In consideration of the licenses granted to Otsuka by ARIAD under Section 2.1, Otsuka shall refrain from selling the Product to Customers located outside the Territory. Without limiting the foregoing, Otsuka shall refrain from the following activities solely with respect to the Product:
Sample 1

Related to RESERVED TERRITORIES AND NON-COMPETITION

  • Restricted Territory Executive and Company understand and agree that Company’s business is not geographically restricted and is unrelated to the physical location of Company facilities or the physical location of any Competing Business, due to extensive use of the Internet, telephones, facsimile transmissions and other means of electronic information and product distribution. Executive and Company further understand and agree that Executive will, in part, work toward expanding Company’s markets and geographic business territories and will be compensated for performing this work on behalf of Company. Accordingly, Company has a protectable business interest in, and the parties intend the Restricted Territory to encompass, each and every location from which Executive could engage in a Competing Business in any country, state, province, county or other political subdivision in which Company has clients, employees, suppliers, distributors or other business partners or operations. If, but only if, this Restricted Territory is held to be invalid on the ground that it is unreasonably broad, the Restricted Territory shall include each location from which Executive can conduct business in any of the following locations: each state in the United States in which Company conducts sales or operations, each province within Canada in which Company conducts sales or operations, and each political subdivision of the United Kingdom in which Company conducts sales or operations. If, but only if, this Restricted Territory is held to be invalid on the grounds that it is unreasonably broad, then the Restricted Territory shall be any location within a fifty (50) mile radius of any Company office.

  • Employment and Non-Competition Agreements The employees of Target set forth on Schedule 5.17 shall have accepted employment with Acquiror and shall have entered into an Employment and Non-Competition Agreement substantially in the form attached hereto as Exhibits H-1, et. seq.

  • Confidential Information and Restricted Activities Employee has entered into the Company’s Employee Proprietary Information Agreement (“EPIA”) and acknowledges his or her obligations thereunder. The EPIA is specifically incorporated into this Agreement.

  • Restricted Area For purposes of this Agreement, the term “Restricted Area” shall mean the United States of America.

  • Confidentiality, Non-Solicitation and Non-Competition The Executive agrees that:

  • Competition By accepting this Contract, Contractor agrees that no collusion or other restraint of free competitive bidding, either directly or indirectly, has occurred in connection with this award by the Division of Purchases.

  • Confidentiality, Non-Competition and Non-Solicitation Employee agrees, as a condition to Employee’s employment with the Company, to execute the Company’s standard form of Employee Non-Disclosure, Invention Release and Non-Competition Agreement attached hereto as Exhibit A.

  • Competitive Activities During the term of this Agreement, Consultant will not, directly or indirectly, in any individual or representative capacity, engage or participate in or provide services to any business that is competitive with the types and kinds of business being conducted by Company.

  • Confidentiality, Non-Solicitation and Non-Compete The Participant agrees to, understands and acknowledges the following:

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