Territory and Sales Sample Clauses

Territory and Sales. The parties acknowledge that ABT/UK may receive inquiries or orders for sales of products or services from persons outside the Territory. In such case, ABT/UK shall respond to such inquiries only in accordance with the laws of the Territory and the European Union. In addition, ABT/UK acknowledges that ABT may enter into agreements with other parties who will operate a Local Business outside the Territory. ABT/UK shall use its best efforts to resolve any channel conflicts with such third parties relating to such inquiries.
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Territory and Sales. The parties acknowledge that ABT/Nordic may receive inquiries or orders for sales of products or services from persons outside the Territory. In such case, ABT/Nordic shall respond to such inquiries only in accordance with the laws of the Territory and the European Union. In addition, ABT/Nordic acknowledges that ABT may enter into agreements with other parties who will operate a Local Business outside the Territory. ABT/Nordic shall use its best efforts to resolve any channel conflicts with such third parties relating to such inquiries in the manner which, in ABT's reasonable discretion, best promotes overall worldwide use of the business of providing Internet-based marketing of automobiles using the ABT Brand, the Software and the Business Procedures.
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Territory and Sales. The Primary Parties acknowledge that it is not ------------------- possible to limit all Internet based inquiries and promotion from or to a geographical territory. Accordingly, each Primary Party's and any third party's incidental promotion of its respective business through the Internet and/or incidental conduct of its respective business with third parties located outside the Territory, in the case of Licensee, and inside the Territory, in the case of Xxx.Xxx and any third party, will not constitute a breach of the Agreement or any other agreement between the parties. Incidental conduct shall include, by example, (a) general purpose advertising that Xxx.Xxx targets to person's located outside the Territory, but that reaches a de minimis percentage of persons located inside the Territory, and (b) general purpose advertising that Licensee targets to person's located inside the Territory, but that reaches a de minimis percentage of persons located outside the Territory. The Primary Parties intend that, notwithstanding any variance in the application of laws between different territories, the foregoing will be construed to allow incidental promotion and business conduct within the Territory to the same or an equivalent extent as Licensee is permitted to engage in the promotion and conduct of its Licensee Business outside of the Territory.
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Territory and Sales. The parties acknowledge that in any Internet-based marketing system it is not possible to exclude all inquiries or business from outside a geographic territory. E-Loan acknowledges that certain incidental promotion of and/or access to the World Wide Web site for the Local Business may occur outside the Territory and agrees that the same will not constitute a breach of this Agreement, and Licensee similarly acknowledges that certain incidental promotion of and/or access to the World Wide Web site for E-Loan's business may occur within the Territory and agrees that the same will not constitute a breach of this Agreement. Licensee shall use reasonable efforts, to the extent legally permitted, to avoid territorial conflicts between Licensee and Local Country Licensees, by responding to inquiries or orders for sales of products or services from persons outside the Territory as required by the laws of the Territory, and by communicating any such orders to E-Loan for referral, if appropriate, to Local Country Licensees. E-Loan shall use reasonable efforts to resolve any channel conflicts with Local Country Licensees relating to such inquiries. E-Loan shall use reasonable efforts to communicate to Licensee any inquiries or orders for sales of residential mortgages received by E-Loan or its Local Country Licensees from persons within the Territory.
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Territory and Sales. The parties acknowledge that Licensee may from time to time receive inquiries or orders for sales of products or services from persons outside the Territory. In such case, Licensee shall refer such inquiries only to ABT, and shall not act on such inquiries except upon ABT's instructions. ABT shall prepare guidelines, whose content will be determined in ABT's sole discretion, to address any such inquiries, and shall apply the guidelines generally to its licensees. ABT intends that such guidelines will be prepared in accordance with applicable national law and European Community law and with the goal of maximizing consumer satisfaction for customers of ABT's licensees. ABT shall instruct its licensees to respond to such inquiries in accordance with such guidelines.
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Related to Territory and Sales

  • Marketing and Sales Subject to the terms and conditions of this Agreement, all business decisions concerning the sales and marketing of Product in the Territory, including the price, other sale and promotional terms thereof, will be within the sole discretion of CryoLife. Upon SMI’s reasonable request, but no more frequently than twice per calendar year, CryoLife will discuss with SMI CryoLife’s marketing plans for Product in the Territory.

  • Offers and Sales All offers and sales by a Holder under any Registration Statement shall be completed within the period during which the Registration Statement is required to remain effective pursuant to the applicable provision above and not the subject of any stop order, injunction or other order of the SEC. Upon expiration of such period, no Holder will offer or sell the Registrable Securities under the Registration Statement. If directed in writing by the Company, each Holder will return or, in each such Holder’s sole discretion destroy, all undistributed copies of the applicable Prospectus in its possession upon the expiration of such period.

  • Purchase and Sale of Products Xxxx agrees to purchase and receive from the Company, and the Company agrees to sell and deliver to Xxxx, the entire Products output of the Refinery from and including the Commencement Date through the end of the Term of this Agreement, at the prices determined pursuant to this Agreement and otherwise in accordance with the terms and conditions of this Agreement.

  • Purchases and Sales Neither the Corporation nor the Subsidiaries has approved, has entered into any agreement in respect of:

  • Mergers and Sales of Assets (a) Such Borrower shall not consolidate with or merge into any other Person or convey, transfer or lease (whether in one transaction or in a series of transactions) all or substantially all of its properties and assets to any Person, unless:

  • Purchase and Sale Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Company agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Company, at the purchase price set forth in Schedule I hereto the principal amount of the Securities set forth opposite such Underwriter’s name in Schedule II hereto.

  • Purchase and Sale of Property Subject to and in accordance with the ----------------------------- terms and provisions of this Agreement, Seller hereby agrees to sell to Purchaser and Purchaser hereby agrees to purchase from Seller, the Property, which term "Property" shall mean and include the following:

  • OFFERING AND SALE OF THE SHARES Upon the terms and subject to the conditions set forth in this Agreement, the Company hereby appoints the Dealer Manager as its agent and exclusive distributor to solicit and to retain the Soliciting Dealers (as defined in Section 3(a)) to solicit subscriptions for the Shares at the subscription price to be paid in cash. The Dealer Manager hereby accepts such agency and exclusive distributorship and agrees to use its reasonable best efforts to sell or cause to be sold the Shares in such quantities and to such Persons in accordance with such terms as are set forth in this Agreement, the Prospectus and the Registration Statement. The Dealer Manager shall do so during the period commencing on the initial Effective Date and ending on the earliest to occur of the following: (1) the later of (x) two years after the initial Effective Date of the Registration Statement and (y) at the Company’s election, the date until which the Company is permitted to extend the Offering in accordance with the rules of the Commission; (2) the acceptance by the Company of subscriptions for 151,315,789 Shares; (3) the termination of the Offering by the Company, which the Company shall have the right to terminate in its sole and absolute discretion at any time, provided that if such termination shall occur at any time during the 180-day period following the initial Effective Date, the Company shall not commence or undertake any preparations to commence another offering of Shares or any similar securities prior to the 181st date following the initial Effective Date; (4) the termination of the effectiveness of the Registration Statement, provided that if such termination shall occur at any time during the 180-day period following the initial Effective Date, the Company shall not commence or undertake any preparations to commence another offering of Shares or any similar securities prior to the 181st day following the initial Effective Date; and (5) the liquidation or dissolution of the Company (such period being the “Offering Period”). The number of Shares, if any, to be reserved for sale by each Soliciting Dealer may be determined, from time to time, by the Dealer Manager upon prior consultation with the Company. In the absence of such determination, the Company shall, subject to the provisions of Section 3(b), accept Subscription Agreements (as defined in Section 6(d))based upon a first-come, first accepted reservation or other similar method. Under no circumstances will the Dealer Manager be obligated to underwrite or purchase any Shares for its own account and, in soliciting purchases of Shares, the Dealer Manager shall act solely as the Company’s agent and not as an underwriter or principal.

  • Marketing of Production Except for contracts listed and in effect on the date hereof on Schedule 7.19, and thereafter either disclosed in writing to the Administrative Agent or included in the most recently delivered Reserve Report (with respect to all of which contracts the Borrower represents that it or its Subsidiaries are receiving a price for all production sold thereunder which is computed substantially in accordance with the terms of the relevant contract and are not having deliveries curtailed substantially below the subject Property’s delivery capacity), no material agreements exist which are not cancelable on 60 days notice or less without penalty or detriment for the sale of production from the Borrower’s or its Subsidiaries’ Hydrocarbons (including, without limitation, calls on or other rights to purchase, production, whether or not the same are currently being exercised) that (a) pertain to the sale of production at a fixed price and (b) have a maturity or expiry date of longer than six (6) months from the date hereof.

  • Joint Marketing The Parties shall engage in joint marketing activities pursuant to Section 7.7 of this Agreement and any other joint marketing agreement that may be entered into from time to time.

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