Acquisition by Competitor Clause Samples
The 'Acquisition by Competitor' clause defines the rights and obligations of the parties if one party is acquired by a direct competitor of the other. Typically, this clause allows the non-acquired party to terminate the agreement or trigger specific protective measures if such an acquisition occurs. For example, if a software vendor is bought by a rival of its client, the client may have the right to end the contract to protect its confidential information and business interests. This clause primarily serves to mitigate risks associated with sensitive information or strategic relationships falling into the hands of a competitor, ensuring that parties are not forced to continue business under potentially adverse circumstances.
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Acquisition by Competitor. In the event that a Party is subject to a Change in Control in favor of a Direct Competitor of the other Party, such other Party may terminate this Agreement on twelve (12) months prior written notice, provided that such termination notice is given within ninety (90) days of the public announcement of the Change of Control. “Direct Competitor” shall mean, with respect to a Party, those companies identified as direct competitors of such Party on Exhibit E to this Agreement, as such list may be updated by each Party no more than once every twelve (12) month and may include a maximum of ten (10) named competitors of each Party. In the event that a Party has not provided the other Party an updated list of Direct Competitors in the prior twelve (12) months, an updated list of Direct Competitors will be provided by such Party within thirty (30) days of a request made in writing by the other Party. In the event that a Party’s list of Direct Competitors has not been (i) updated by such Party during the prior twelve (12) months, or (ii) subject to a request for update by the other Party in accordance with the previous sentence, then such Party’s list of Direct Competitors shall be deemed to include all direct competitors of such Party (if a public company, then as set forth in such Party’s most recent 10-K filing) until the occurrence of the next list update with respect to such Party.