NON-CIRCUMVENT definition

NON-CIRCUMVENT. The Client agrees that exclusivity is granted to BCSI for SR & ED tax credits.
NON-CIRCUMVENT. As part of the Services provided under the Agreement and any applicable exhibits, Kubient will be working with and introducing certain third-party advertisers, sponsors, agencies, media buyers, service providers, vendors, publishers, affiliates and/or media partners (collectively "Third-Party") with whom Customer does not have a pre-existing relationship. During the Term and any renewal terms of the Agreement, and for a period of one (1) year following the expiration or earlier termination thereof, Customer agrees not to work with, directly or indirectly, any Third-Party that Customer comes to know through disclosure by Kubient as part of the Services, without the express written consent of Kubient and compensation to Kubient under the applicable exhibit and/or schedule. Provided however, this provision shall not apply in the event Customer can establish, in writing, that it had a preexisting working relationship with such Third-Party prior to the Agreement and without Kubient's assistance. Customer acknowledges that this provision is reasonable and necessary for the protection of Kubient and that Kubient will be irrevocably damaged if such covenant is not specifically enforced. Customer further agrees that Kubient will be entitled to seek injunctive relief for the purpose of restraining Customer from violating this covenant (and no bond or other security shall be required in connection therewith) in addition to any other relief to which Kubient may be entitled under the Agreement.
NON-CIRCUMVENT. The Company further agrees not to attempt to circumvent this agreement in an attempt to deprive Sargon or any other party of any fees, commissions, of any other remuneration. To that end this document shall be considered to apply to any and all corporations of the Parties, divisions, subsidiaries, employees, consultants, principals, agents, associates, family members, assignees, or other associated persons. Should the Company circumvent Sargon and complete a Transaction with any party on the List then Sargon will be compensated as defined herein for any Transaction occurring within two (2) years from any such circumvention. TRANSACTION FEES: In the event that Sargon identifies a Transaction with a party on the List and introduces the Company to an entity that subsequently is acquired by or merged into the Company or if such entity acquires any ownership interest (including placement of shareholders' stock) in, or merges the Company into such entity in any form, then Sargon would be paid, at the closing of each such acquisition or merger, a fee based of the value of such transaction calculated with respect to the amount of the aggregate purchase price including assumed debt (or the value of the consideration given, whichever is greater) for each such Transaction (the "Purchase Value") as follows:

Examples of NON-CIRCUMVENT in a sentence

  • NONCOMPETE, NONINTERFERE AND NONCIRCUMVENT OBLIGATIONS - It is agreed by the parties hereto that it would be difficult and impracticable to prove the damages resulting from Employee's breach of any of his or her covenants hereunder, such as those not to compete, noncircumvention, confidentiality and noninterference.

  • See GAINSWave™ MembershipAgreement (DE# 76-1, 4/19/20).4 The Membership Agreement contained the following restrictive covenant: NON-CIRCUMVENT & CONFIDENTIALITY.

  • They apply for and disclosure and liable for the receiving party does not be clear duty to acquire one party, such oral disclosure non disclosure and supersedes all action! NON-DISCLOSURE NON-CIRCUMVENT AGREEMENT.

  • Therefore, the Court finds that the Third Party Complaint fails to state a claim upon which relief can be granted.B. BREACH OF NON-CIRCUMVENT AGREEMENT PPPC also alleges that Third Party Defendants breached the Non-Circumvent Agreement.

  • Get very free non circumvention agreement template form nda form ncnda template NON-DISCLOSURE CONFIDENTIALITY AND NON-CIRCUMVENT.

  • THIS CONFIDENTIALITY AND NON-CIRCUMVENT AGREEMENT (the “Agreement”) made this 26th day of January, 2011, by and among (i) Natural Blue Steel, Inc., a Nevada corporation, and its affiliates, (individually and collectively, “Natural Blue”) and (ii) Xxxx Xxxx and Watch Harbor Asset management (the “Counterparty”).

  • THIS NON-DISCLOSURE NON-CIRCUMVENT AGREEMENT land is made king of the effective date set forth in between Plethora Businesses.

  • THIS CONFIDENTIALITY AND NON-CIRCUMVENT AGREEMENT (the “Agreement”) made this 26th day of January, 2011, by and among (i) Xxxx Xxxx and Watch Harbor Asset Management, (individually and collectively, “Watch Harbor”) and (ii) Natural Blue Steel, Inc., a Nevada corporation, and its affiliates, (the “Counterparty”).

Related to NON-CIRCUMVENT

  • Third Party Rights means the Intellectual Property of any third party;

  • Disturbance means the placement or reconstruction of impervious surface or motor vehicle surface, or exposure and/or movement of soil or bedrock or clearing, cutting, or removing of vegetation. Milling and repaving is not considered disturbance for the purposes of this definition.

  • Related Party Agreement means any agreement, arrangement, or understanding between the Company and any Stockholder or any Affiliate of a Stockholder or any Director, officer, or employee of the Company, as such agreement may be amended, modified, supplemented, or restated in accordance with the terms of this Agreement.

  • Bailee Agreement means a Bailee Agreement among Seller, Buyer and Bailee in the form of Exhibit IV hereto.

  • Third Party Agreement has the meaning provided in Section 5(a) hereof.

  • Third Party Material means software, software development tools, methodologies, ideas, methods, processes, concepts and techniques owned by, or licensed to a third party and used by the Service Provider in the performance of the Services;

  • Contract Modification means any changes in the terms or provisions of the Contract which are reduced to writing and fully executed by both parties.

  • Material Modification means any modification to an Interconnection Request that has a material adverse effect on the cost or timing of Interconnection Studies related to, or any Network Upgrades or Local Upgrades needed to accommodate, any Interconnection Request with a later Queue Position.

  • Viruses is broadly defined as known malware, which includes viruses, worms, and Trojan horses.

  • Significant Modification As defined in Section 3.25.

  • Related Party Agreements shall have the meaning set forth in Section 3.19 herein.

  • Non-Disturbance Agreement shall have the meaning set forth in Section 8.8.9.

  • Competitive and Non-Discriminatory Hedging Contract means a contract to hedge a risk associated with a product offered in the ISO Administered Markets between a Non-Qualifying Entry Sponsor and the Developer, Owner or Operator of an Examined Facility with a term that shall not exceed three years (inclusive of all options to extend and extensions) and that the ISO determines has been executed pursuant to a procurement process that satisfies the requirements enumerated below. Competitive and Non-Discriminatory Hedging Contracts shall not be deemed to be a non-qualifying contractual relationship that would prevent an Examined Facility from obtaining a Competitive Entry Exemption pursuant to 23.4.5.7.9 of Attachment H of this Services Tariff. The ISO shall determine that a contract is a Competitive and Non-Discriminatory Hedging Contract only if it concludes, and the Non-Qualifying Entry Sponsor executes a certification confirming that, the contract was executed through a procurement process that met all of the following requirements: (A) both new and existing resources satisfy the requirements of the procurement; (B) the requirements of the procurement were fully objective and transparent ; (C) the contract was awarded based on the lowest cost offers of qualified bidders that responded to the solicitation; (D) the procurement terms did not restrict the type of capacity resources that may participate in, and satisfy the requirements of, the procurement; (E) the procurement terms did not include selection criteria that could otherwise give preference to new resources; and (F) the procurement terms did not use indirect means to discriminate against existing resources, including, but not limited to, by imposing geographic constraints, unit fuel requirements, maximum unit heat-rate requirements or requirements for new construction.

  • Third Party Agreements means any Contract between or among a Party (or any member of its Group) and any other Persons (other than the Parties or any member of their respective Groups) (it being understood that to the extent that the rights and obligations of the Parties and the members of their respective Groups under any such Contracts constitute Versum Assets or Versum Liabilities, or Air Products Retained Assets or Air Products Retained Liabilities, such Contracts shall be assigned or retained pursuant to Article II).

  • Business Associate Agreement means an agreement between DSHS and a contractor who is receiving Data covered under the Privacy and Security Rules of the Health Insurance Portability and Accountability Act of 1996. The agreement establishes permitted and required uses and disclosures of protected health information (PHI) in accordance with HIPAA requirements and provides obligations for business associates to safeguard the information.

  • Vendor Agreement means a contractual agreement for ancillary services or commodities which are not material for the provision of services under the head contract.

  • Customer Agreement means a written agreement entered into between Provider and any Customer pursuant to which a Customer orders BPO Services from Provider.

  • Non-Compete Agreement means that certain Non-Compete Agreement between the Company and the Executive in substantially the form attached hereto as Exhibit B.

  • Substantial modification means modification of a relevant source that results in a significant increase in emissions, excluding any change in emissions resulting from by-product recovery. It shall be a matter for the Party to decide whether a modification is substantial or not;

  • TRIPS Agreement means the Agreement on Trade-Related Aspects of Intellectual Property Rights in Annex 1C to the WTO Agreement;

  • Material Modifications means any modifications to the material related party transactions which were approved by the Audit Committee or Shareholders during the year which will change the complete nature of the transaction and in case of monetary thresholds which is in excess of 10% of the originally approved transaction, in case of exigencies only.

  • Affiliate Contract means any contract or agreement between the Company or any of its Subsidiaries (including the Partnership Group), on the one hand, and any Member or Members or any Affiliate or Affiliates of Members, on the other hand.

  • Emotional disturbance means a condition exhibiting one or more of the following characteristics over a long period of time and to a marked degree that adversely affects a student’s educational performance:

  • Collective Agreement means any collective bargaining agreement, labor contract, letter of understanding or letter of intent with a labor organization certified as the collective bargaining representative of the Business Employees.

  • Serious emotional disturbance means a diagnosable mental, behavioral, or emotional disorder affecting a minor that exists or has existed during the past year for a period of time sufficient to meet diagnostic criteria specified in the most recent Diagnostic and Statistical Manual of Mental Disorders published by the American Psychiatric Association and approved by the department and that has resulted in functional impairment that substantially interferes with or limits the minor's role or functioning in family, school, or community activities. The following disorders are included only if they occur in conjunction with another diagnosable serious emotional disturbance:

  • Subordination The provisions described in Section 4.05 relating to the allocation of Realized Losses.