TERMINATION OF EXCLUSIVE DISTRIBUTION RIGHTS Sample Clauses

TERMINATION OF EXCLUSIVE DISTRIBUTION RIGHTS. If MiniMed fails to purchase the applicable Minimum Sales Quota during the period after December 31, 2001, MRG's sole and exclusive remedy shall be to terminate the exclusivity feature of MiniMed's distribution rights under Section 5.1 of this Agreement (subject to MiniMed's right to pursue arbitration set forth below) by delivering written notice of its election to do so to MiniMed within one hundred eighty (180) days after the end of any calendar year in which MiniMed has failed to purchase the required number of pump systems. 7.4.1 Notwithstanding the preceding paragraph, MiniMed's exclusive distribution rights shall not be terminated for any calendar year or longer period referred to below prior to the date (the "One-Year Expiration Date") of expiration of one year after the first Regulatory Approval in the U.S. or the EU (by obtaining the CE Mark) xx a system in which an MRG fully implanted Long-Term Glucose Sensor provides a significant portion of the control of insulin delivery by the Licensed Products if: (i) MiniMed has purchased one-half of the applicable Minimum Sales Quota during the year in question or longer period referred to below, except that for 2002 said one-half amount shall be deemed to be 1,200 and (ii) MiniMed has used commercially reasonable efforts during the year in question to promote and sell the Licensed Products. 7.4.2 For the calendar year in which the One-Year Expiration Date occurs, the Minimum Sales Quota shall be divided by 365 (rounded to the nearest one-thousandth) to establish a daily average, and the Minimum Sales Quota for the fractional calendar year prior to the One-Year Expiration Date (the daily average multiplied by the number of days in the year prior to the One Year Expiration Date) shall be added to the Minimum Sales Quota for the prior calendar year. MRG shall have the right to terminate MiniMed's exclusive distribution rights for the failure to purchase the Minimum Sales Quota for such fractional year only if MiniMed has failed to purchase one-half of the combined Minimum Sales Quota for the combined period as contemplated by 7.4.1(i) above and it has not used commercially reasonable efforts during the combined period to promote and sell the Licensed Products as contemplated by 7.4.1(ii) above. 7.4.3 The determination of whether or not MiniMed used such efforts as required by 7.4.1(ii) above shall be made by arbitration commenced by MiniMed in accordance with Section 28 except that discovery shall be limite...
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TERMINATION OF EXCLUSIVE DISTRIBUTION RIGHTS. The right of MENTOR to continue to market and distribute the Products pursuant to this Agreement on an exclusive basis is subject to MENTOR's acquiring and maintaining the Target Market Share set forth in Schedule 1 of this Agreement by the end of the first Sales Year and during each subsequent Sales Year. Should MENTOR fail to achieve and retain its Target Market Share for the Product in a specific Geographic Market Area, NAMS shall have the right to terminate the exclusive marketing and distribution rights granted to MENTOR in such Geographic Market Area in accordance with the provisions of this Section 5 unless such failure is abated pursuant to Section 5.4, below.
Sample 1
TERMINATION OF EXCLUSIVE DISTRIBUTION RIGHTS. (a) Enhanced Services. [Sentence Redacted] In such event, I-Link may terminate the exclusive right to market, distribute and sell the Enhanced Services and Enhanced Service Devices by providing Big Planet with 30 days advance written notice of its election to terminate exclusivity. If the number of Big Planet Enhanced Service Customers within the United States meets or exceed the targeted number of customers at the last six-month period set forth on Schedule 4.4(a), then Big Planet shall maintain exclusivity for the remaining term of this Agreement. For purposes of determining the number of Big Planet Enhanced Service Customers utilizing Enhanced Services, a Big Planet Enhanced Service Customer that is paying a separate monthly recurring charge for two or more Enhanced Services shall be counted as one Big Planet Enhance Service Customer. However, if the same Big Planet Enhanced Service Customer also purchases an Enhanced Service Device, then he or she shall be counted as two Big Planet Enhanced Service Customers for purposes of determining the number of customers under this Section 4.4(a).
Sample 1
TERMINATION OF EXCLUSIVE DISTRIBUTION RIGHTS 
Sample 1

Related to TERMINATION OF EXCLUSIVE DISTRIBUTION RIGHTS

  • Termination of Use These terms and Your access to Our Website may be terminated by Us (at Our sole discretion) at any time without notice or any requirement to give You a reason why. In the event of termination under this clause We shall have no liability to You whatsoever (including for any consequential or direct loss You may suffer).

  • Term and Termination of Engagement; Exclusivity The term of Xxxxxxxxxx’x exclusive engagement will begin on the date hereof and end six (6) months thereafter (the “Term”). Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, right of first refusal, tail, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination or expiration of this Agreement. Notwithstanding anything to the contrary contained herein, the Company has the right to terminate the Agreement for cause in compliance with FINRA Rule 5110(g)(5)(B)(i). The exercise of such right of termination for cause eliminates the Company’s obligations with respect to the provisions relating to the tail fees and right of first refusal. Notwithstanding anything to the contrary contained in this Agreement, in the event that an Offering pursuant to this Agreement shall not be carried out for any reason whatsoever during the Term, the Company shall be obligated to pay to Xxxxxxxxxx its actual and accountable out-of-pocket expenses related to an Offering (including the fees and disbursements of Xxxxxxxxxx’x legal counsel) and, if applicable, for electronic road show service used in connection with an Offering. During Xxxxxxxxxx’x engagement hereunder: (i) the Company will not, and will not permit its representatives to, other than in coordination with Xxxxxxxxxx, contact or solicit institutions, corporations or other entities or individuals as potential purchasers of the Securities and (ii) the Company will not pursue any financing transaction which would be in lieu of an Offering. Furthermore, the Company agrees that during Xxxxxxxxxx’x engagement hereunder, all inquiries from prospective investors will be referred to Xxxxxxxxxx. Additionally, except as set forth hereunder, the Company represents, warrants and covenants that no brokerage or finder’s fees or commissions are or will be payable by the Company or any subsidiary of the Company to any broker, financial advisor or consultant, finder, placement agent, investment banker, bank or other third-party with respect to any Offering.

  • License of Data; Warranty; Termination of Rights A. The valuation information and evaluations being provided to the Trust by USBFS pursuant hereto (collectively, the “Data”) are being licensed, not sold, to the Trust. The Trust has a limited license to use the Data only for purposes necessary to valuing the Trust’s assets and reporting to regulatory bodies (the “License”). The Trust does not have any license nor right to use the Data for purposes beyond the intentions of this Agreement including, but not limited to, resale to other users or use to create any type of historical database. The License is non-transferable and not sub-licensable. The Trust’s right to use the Data cannot be passed to or shared with any other entity. The Trust acknowledges the proprietary rights that USBFS and its suppliers have in the Data. B. THE TRUST HEREBY ACCEPTS THE DATA AS IS, WHERE IS, WITH NO WARRANTIES, EXPRESS OR IMPLIED, AS TO MERCHANTABILITY OR FITNESS FOR ANY PURPOSE OR ANY OTHER MATTER. C. USBFS may stop supplying some or all Data to the Trust if USBFS’s suppliers terminate any agreement to provide Data to USBFS. Also, USBFS may stop supplying some or all Data to the Trust if USBFS reasonably believes that the Trust is using the Data in violation of the License, or breaching its duties of confidentiality provided for hereunder, or if any of USBFS’s suppliers demand that the Data be withheld from the Trust. USBFS will provide notice to the Trust of any termination of provision of Data as soon as reasonably possible.

  • TERMINATION OF EFT SERVICES You may terminate this Agreement or any EFT service under this Agreement at any time by notifying us in writing and stopping your use of your card and any access code. You must return all cards to the Credit Union. You also agree to notify any participating merchants that authority to make xxxx payment transfers has been revoked. We may also terminate this Agreement at any time by notifying you orally or in writing. If we terminate this Agreement, we may notify any participating merchants making preauthorized debits or credits to any of your accounts that this Agreement has been terminated and that we will not accept any further preauthorized transaction instructions. We may also program our computer not to accept your card or access code for any EFT service. Whether you or the Credit Union terminates this Agreement, the termination shall not affect your obligations under this Agreement for any electronic transactions made prior to termination.

  • Termination of Services 6.2. To promote a non-discriminatory work environment based on the principle of equality, employers and the trade union should adopt appropriate measures to ensure that employees with HIV and AIDS are not unfairly discriminated against and are protected from victimisation through positive measures such as: (i) preventing unfair discrimination and stigmatisation of people living with HIV or AIDS through the development of HIV/AIDS policies and programmes for the workplace; (ii) awareness, education and training on the rights of all persons with regard to HIV and AIDS; (iii) mechanisms to promote acceptance and openness around HIV/AIDS in the workplace; (iv) providing support for all employees infected or affected by HIV and AIDS; and (v) grievance procedures and disciplinary measures to deal with HIV-related complaints in the workplace. 7. HIV TESTING, CONFIDENTIALITY AND DISCLOSURE

  • Termination of License 3.2.1 The Bank shall have, in the event of the Customer’s breach of or default under this Agreement and/ or the Bank being of the view that the Customer is not co-operating and/or complying with the terms and conditions of this Agreement, a right to terminate this Agreement and the license granted hereunder, after issuing to the Customer a prior written notice of not less than 3 (three) months by registered post or speed post (and also by (i) email where email id of the Customer is available; and (ii) SMS and/or WhatsApp where the mobile phone number of the Customer is available) (“Termination Notice”). 3.2.2 Upon receipt of the Termination Notice, the Licensor shall forthwith and before the end of the notice period stipulated under the Termination Notice surrender and vacate the Locker and handover the keys, password or any other identification mechanism and documents provided by the Bank for opening of the Locker, to the Bank.

  • License Termination Without prejudice to any other rights, PremiumSoft may terminate this XXXX if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy all copies of the software and all of its component parts.

  • Termination of License Agreement This Agreement shall automatically terminate upon the termination of the Novated and Restated Technology License Agreement.

  • Termination by Licensee Licensee, at its option, may terminate the Agreement by providing Licensor written notice of intent to terminate, which such termination effective will be ninety (90) days following receipt of such notice by Licensor.

  • Termination for fault 19.3.1 The Commonwealth may terminate this Agreement by notice where the Grantee has: (a) failed to comply with an obligation under this Agreement and the Commonwealth believes that the non‐compliance is incapable of remedy or where clause 19.2.2(b) applies; (b) provided false or misleading statements in relation to the Grant; or (c) become bankrupt or insolvent, entered into a scheme of arrangement with creditors, or come under any form of external administration. 19.3.2 The Grantee agrees, on receipt of the notice of termination, to: (a) stop the performance of the Grantee’s obligations; (b) take all available steps to minimise loss resulting from the termination; and (c) report on, and return any part of the Grant to the Commonwealth, or otherwise deal with the Grant, as directed by the Commonwealth.

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