Common use of Services Restrictions on IM Clause in Contracts

Services Restrictions on IM. Commencing with the Addendum Effective Date, and continuing until [*], IM shall refrain from entering into any agreements defining joint marketing, sales or development obligations with a Competitor to address any Strategic Field with any Strategic Account. For the avoidance of doubt, this provision does not and is not intended to restrict IM from (i) selling one or more Wets Workflows in whole or in part to any Strategic Account, subject to the restrictions in Section 4.2, or for performing services for a Competitor in the Strategic Fields, except as set forth above, or (ii) licensing its IM Independent IP to any Strategic Accounts or other Third Parties. In the event that (i) Actual Royalties (as hereinafter defined) paid by ATMI to IM are equal to or greater than [*] US dollars (US$[*]) by [*], and (ii) ATMI elects to extend its commitment to pay for the IM Strategic FTEs in Section 3.1 for [*] through [*], [*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. then IM’s obligations set forth in this Section 4.1 shall be extended until [*] (“First Extension”). If ATMI has elected to exercise the First Extension and met the requirements therein, then ATMI may elect to extend IM’s obligations set forth in this Section 4.1 until [*] if (i) Actual Royalties (as hereinafter defined) paid by ATMI to IM from [*] to [*] are equal to or greater than [*] US dollars (US$[*]), and (ii) ATMI elects to extend its commitment to pay for the IM Strategic FTEs in Section 3.1 for [*] through [*] (“Second Extension”). If ATMI has elected to exercise the Second Extension and met the requirements therein, then ATMI may elect to extend IM’s obligations set forth in this Section 4.1 until [*] if (i) Actual Royalties (as hereinafter defined) paid by ATMI to IM from [*] to [*] are equal to or greater than [*] US dollars (US$[*]), and (ii) ATMI elects to extend its commitment to pay for the IM Strategic FTEs in Section 3.1 for [*] through [*].

Services Restrictions on IM. Section 4.1 of the Addendum shall be replaced with the following: “Commencing with the Addendum Effective Date, and continuing until [*], IM shall refrain from entering into any agreements defining joint marketing[*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. marketing (including, without limitation, joint technical presentations), sales or development obligations with a Competitor to address any Strategic Field with any Strategic Account. For the avoidance of doubt, this provision does not and is not intended to restrict IM from (i) selling one or more Wets Workflows in whole or in part to any Strategic Account, subject to the restrictions in Section 4.24.2 of the Addendum, or for performing services for a Competitor in the Strategic Fields, except as set forth above, or (ii) licensing its IM Independent IP to any Strategic Accounts or other Third Parties. In the event that (i) Actual Royalties (as hereinafter defined) paid by ATMI At any time prior to IM are equal to or greater than [*] US dollars (US$[*]) by [*], and (ii) ATMI elects may elect in writing to extend its commitment to pay for the IM [*] Strategic FTEs in Section 3.1 of the Addendum and this Amendment for [*] through [*]. If ATMI makes such election to extend the FTEs, [*] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. then IM’s obligations set forth in this Section 4.1 shall be extended until [*] (“First Extension”). If ATMI has elected to exercise the First Extension and met the requirements therein, then ATMI may elect to extend IM’s obligations set forth in this Section 4.1 shall be extended until [*] if (i) Actual Royalties (as hereinafter defined) paid by ATMI to IM from [*] to [*] are equal to or greater than [*] US dollars (US$[*]), and (ii) ATMI elects in writing to extend its commitment to pay for the IM [*] Strategic FTEs in Section 3.1 of the Addendum and this Amendment for [*] additional [*] through [*] (“Second Extension”). If ATMI has elected to exercise the Second Extension and met the requirements therein, then ATMI may elect to extend IM’s obligations set forth in this Section 4.1 shall be extended until [*] if (i) Actual Royalties (as hereinafter defined) paid by ATMI to IM from [*] to [*] are equal to or greater than [*] ]US dollars (US$[*]), and (ii) ATMI elects in writing to extend its commitment to pay for the IM [*] Strategic FTEs in Section 3.1 of the Addendum and this Amendment for [*] through additional [*]through December 31, 2012.