Restrictions on Sale of Products Clause Samples

Restrictions on Sale of Products. From and after the Effective Date, Seller shall not, and shall cause each of its Affiliates not to, (a) market, distribute or sell any of the Products or any pharmaceutical product containing Propafenone as an active ingredient within the Territory, (b) knowingly cause or facilitate the Products to be marketed, distributed, or sold within the Territory, except by or on behalf of Buyer pursuant to this Agreement, (c) market, distribute or sell the Products outside the Territory to a Third Party who Seller or any of Seller’s Affiliates knows intends to distribute the Products within the Territory, (d) knowingly supply any bulk API Propafenone to any Third Party for ultimate sale and/or distribution in the Territory, or (e) market, sell, distribute, or manufacture for any other Person, generic finished Propafenone in the Territory during the ten (10) year period commencing on the Effective Date and ending on the tenth year anniversary of the Effective Date. Except for a termination of this Agreement pursuant to Section 6.2 prior to the Effective Date, the restrictions pursuant to Section 4.9(e) shall survive the termination or expiration of this Agreement as provided therein.

Restrictions on Sale of Products. Licensee shall not use or sell the Products as premiums, including, but not limited to, using or selling the Products in connection with self-liquidating programs, joint merchandising programs, tie-ins, giveaways, sales incentive programs, door openers, traffic builders, fundraisers, sweepstakes prizes and any other promotional programs designed to encourage the sale of the Products or other goods or services of the Licensee or a third party without the prior written approval of Licensor.

Restrictions on Sale of Products. For a period of seven (7) years after the Closing Date (the "Non-Compete Period"), none of Seller or its Affiliates shall (a) research, develop, market, distribute or manufacture any other pharmaceutical product containing the API for sale within the Territory (collectively, a "Competitor Product") or (b) agree to research, develop, market, sell, distribute or manufacture a Competitor Product for any other Person for sale of such Competing Product by such other Person in the Territory.

Restrictions on Sale of Products. (1) If the Test Market is successful (as mutually agreed to by both parties) and the launch date is in April, 1998, B&J agrees that it will not sell the originally selected PRODUCTS items to any other convenience store operator in the TERRITORY for a period of six (6) months from the launch date. (2) SEVEN-ELEVEN will have the right to ask B&J to extend the exclusivity on the originally selected PRODUCTS in the convenience store channel of distribution for an additional six (6) months only provided that: (i) SEVEN-ELEVEN gives B&J notice of such intent no later than sixty (60) days before the end of the first six (6) months' period following the launch date, and (ii) the parties agree to a minimum quantity guarantee of the purchase of specific units by SEVEN-ELEVEN. (3) SEVEN-ELEVEN agrees that all of IY GROUPS's requirements for the PRODUCTS will be bought directly from B&J. (4) TOWER will not sell the PRODUCTS to any third party or vendor other than ATF, and ATF will act as the vendor of the PRODUCTS for IY GROUP pursuant to Article 1, and shall not sell the PRODUCTS to any third party except as specifically provided in this Agreement. SEVEN-ELEVEN and IY GROUP will purchase the PRODUCTS only through ATF. Neither SEVEN- ELEVEN nor TOWER nor ATF will export PRODUCTS outside of the TERRITORY and said parties are expressly prohibited from soliciting sales for the PRODUCTS outside of the TERRITORY. Said parties agree that they will not distribute any PRODUCTS to any party or in any manner dispose of any PRODUCT under circumstances where they know, or in the exercise of prudent business judgment should know, that such activity ultimately will result in the exporting of such PRODUCTS outside the TERRITORY. This Agreement permits SEVEN-ELEVEN to distribute the PRODUCTS only through its convenience stores, which are owned by SEVEN-ELEVEN and/or operated by third parties under license from SEVEN-ELEVEN and the outlets of the IY GROUP. This Agreement does not permit any other distribution under any other channel of distribution in the TERRITORY. (5) SEVEN-ELEVEN will sell and distribute the PRODUCTS only for resale through the SEVEN-ELEVEN convenience stores and IY GROUP oulets in the TERRITORY.