Term of Exclusivity and Future Joint Ventures Sample Clauses

Term of Exclusivity and Future Joint Ventures. The term of the exclusivity provisions contained in this Article 15 shall be effective until December 31, 2006. In addition, in the event that the Partnership acquires Properties with a value of $150 million during the calendar year 2006, which Properties may include the Seed Assets, TRT LLC and DCT LLC shall enter into a new general partnership on terms acceptable to TRT LLC and DCT LLC; provided, however, if the parties cannot agree on the terms of the new general partnership, such new general partnership shall be substantially in the form of this Agreement except that the term of the exclusivity contained in Section 15.1 shall be extended to December 31, 2007 (such new general partnership shall be referred to herein as the “Second Joint Venture”). Furthermore, in the event that the Second Joint Venture acquires Properties consistent with the Investment Criteria with a value of $175 million (to be measured ratably on a semi-annual basis) during the calendar year 2007 (subject to the reduction of up to 40% of such $175 Million if and to the extent TRT LLC exercises its rights under the last sentence of this Section 15.3), TRT LLC and DCT LLC, or their respective Affiliates, shall enter into a new general partnership with a minimum target size of $200 million on terms acceptable to TRT LLC and DCT LLC, or their respective Affiliates (subject to the reduction of up to 40% of such $200 Million if and to the extent TRT LLC exercises its rights under the last sentence of this Section 15.3); provided, however, if the parties cannot agree on the terms of the new general partnership, such new general partnership shall be substantially in the form of this Agreement except that the term of
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Term of Exclusivity and Future Joint Ventures. The term of the exclusivity provisions contained in this Article 15 shall be effective until December 31, 2007. In addition, in the event that the Partnership acquires Properties consistent with the Investment Criteria with a value of $175 million (to be measured ratably on a semi-annual basis) during the calendar year 2007 (subject to the reduction of up to 40% of such $175 Million if and to the extent TRT LLC exercises its rights under the last sentence of this Section 15.3), TRT LLC and DCT LLC, or their respective Affiliates, shall enter into a new general partnership with a minimum target size of $200 million on terms acceptable to TRT LLC and DCT LLC, or their respective Affiliates (subject to the reduction of up to 40% of such $200 Million if and to the extent TRT LLC exercises its rights under the last sentence of this Section 15.3); provided, however, if the parties cannot agree on the terms of the new general partnership, such new general partnership shall be substantially in the form of this Agreement except that the term of the exclusivity contained in Section 15.1 shall be extended to December 31, 2008 (such new general partnership shall be referred to herein as the "Third Joint Venture," or the "Subsequent Joint Venture"). Any reference herein to "Subsequent Joint Venture" shall mean the Third Joint Venture. Notwithstanding anything to the contrary contained in this Section 15.3, the parties intend that the general partnership agreements governing the Subsequent Joint Ventures shall each provide that (i) at the beginning of each fiscal year of the Subsequent Joint Venture the Partners will agree upon the amount of capital that TRT LLC will make available to such Subsequent Joint Venture, and (ii) upon prior written notice, on no greater than a quarterly basis, TRT LLC shall have the right to make downward adjustments in its capital commitment to a Subsequent Joint Venture, which adjustments shall in no event exceed a cumulative maximum of 40% of the initial agreed upon capital commitment of TRT LLC to such Subsequent Joint Venture per fiscal year of such Subsequent Joint Venture.
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Related to Term of Exclusivity and Future Joint Ventures

  • Non-Exclusivity of Services The Manager is free to act for its own account and to provide investment management services to others. The Fund acknowledges that the Manager and its officers and employees, and the Manager's other funds, may at any time have, acquire, increase, decrease or dispose of positions in the same investments which are at the same time being held, acquired or disposed of under this Agreement for the Fund. Neither the Manager nor any of its officers or employees shall have any obligation to effect a transaction under this Agreement simply because such a transaction is effected for his or its own account or for the account of another fund. Fund agrees that the Manager may refrain from providing any advice or services concerning securities of companies for which any officers, directors, partners or employees of the Manager or any of the Manager's affiliates act as financial adviser, investment manager or in any capacity that the Manager deems confidential, unless the Manager determines in its sole discretion that it may appropriately do so. The Fund appreciates that, for good commercial and legal reasons, material nonpublic information which becomes available to affiliates of the Manager through these relationships cannot be passed on to Fund.

  • Non-Exclusivity and Non-Interference The parties hereto acknowledge that the arrangement contemplated by this Agreement is not exclusive; the Trust shares may be sold to other insurance companies and investors (subject to Section 2.8 hereof) and the cash value of the Contracts may be invested in other investment companies, provided, however, that until this Agreement is terminated pursuant to this Article X:

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

  • Grant of Exclusive License 1. Licensor hereby grants to Licensee an exclusive worldwide license with the right to sublicense others, to make, have made, use, sell and lease the Products described in the Licensed Patent Rights with reach-through rights reserved to Licensor.

  • PATENT LICENSE AGREEMENT EXCLUSIVE PHS and Licensee agree as follows:

  • Confidentiality and Publication Subject to the remaining provisions of this clause 8, each Party will treat all Confidential Information of any other Party as confidential and will not, without the consent of the other relevant Party, disclose or permit the same either to be disclosed to third parties or to be used, except solely as contemplated by this Agreement. Each Party must use all reasonable endeavours to ensure that its representatives comply with the obligations of confidentiality imposed upon it under this clause 8 as if those representatives were bound in the same way. Each Party must advise each other Party as soon as practicably possible of any breach of any confidentiality obligations under this Agreement of which it becomes aware. A Party may disclose Confidential Information if required to do so by law or to its professional advisers, subject to the relevant adviser being bound by similar obligations of confidentiality, or if necessary, entering into an appropriate confidentiality undertaking. A Party may publish the Project IP, subject to it complying with the following: prior to any publication, the Party must provide the other Party with full details of the Project IP it proposes to publish and the nature of the publication; and the other Party must notify the first Party whether permission to publish has been granted or refused within 30 days of the request (or such other period as may be set out at Item 7 of the Schedule) (Period); and if the other Party fails to notify the first Party of its decision under clause 8.5(b) within the Period shall be deemed to have consented to the proposed publication by the first Party; and any other Party may only refuse a request to publish if, in that other Party’s reasonable opinion, the publication is likely to jeopardise: the protection of Project IP (as applicable) under any statute of monopoly; or the successful commercialisation of the Project IP by the Party with such rights, or

  • Non-Exclusivity The services of the Adviser to the Manager, the Allocated Portion and the Trust are not to be deemed to be exclusive, and the Adviser shall be free to render investment advisory or other services to others and to engage in other activities. It is understood and agreed that the directors, officers, and employees of the Adviser are not prohibited from engaging in any other business activity or from rendering services to any other person, or from serving as partners, officers, directors, trustees, or employees of any other firm or corporation.

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