Exception to Exclusivity Clause Samples
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Exception to Exclusivity. Notwithstanding the exclusivity granted under Section 4.11 (Exclusivity), if HMI, as a result of a Change of Control, is acquired by an entity that, as of the time of such transaction, directly or through an Affiliate, is Researching, Developing, Manufacturing, Commercializing, or otherwise exploiting a [***], [***] of such Change of Control, [***] such [***] may continue to [***] and otherwise [***] (without such [***]) so long as: (a) [***]; and (b) [***] (i) does [***] (including any [***]) or [***] involved in the [***] (provided, that the foregoing [***] but do not [***] or are not otherwise [***] involved in the [***] and (ii) [***] to ensure that such [***]. In addition, [***] (other than [***]) with respect to [***] with respect to [***].
Exception to Exclusivity. For the avoidance of doubt, the Parties ------------------------ acknowledge that the N2P Exclusivity does not preclude the listing of N2P Competitors or any AOL PC-to-PC communication function in any whites pages, yellow pages or other online search or directory service, subject to Section 4.1.4 and Section 7.2.4.
Exception to Exclusivity. Notwithstanding the foregoing, HDI may in its discretion not offer a Program on inbound order calls due to business necessities such as call center volume constraints, a Telephone Service Representative’s (TSR) reasonable judgment as to a Telephone Customer’s receptivity to a Program offer or the fact that the Telephone Customer has already purchased the same Program. In addition, commencing six months prior to the expiration date of the Term (as defined in Section 5.1 below), HDI may engage in limited test marketing of non-Encore provided membership programs. HDI will provide Encore with prior written notice of any election to exercise its right to conduct test marketing and will immediately terminate such marketing if the parties agree to extend the Term as provided for in Section 5.1.
Exception to Exclusivity. Effective as of the Closing, the following sentence is hereby added as the final sentence of Section 1.2 of the Supply Agreement: "Notwithstanding any provision of this Agreement to the contrary, each of Imaging Global, Imaging US and Imaging International may purchase hardware components from third parties unless LLC notifies Imaging Global, Imaging US or Imaging International, as applicable, in writing to discontinue such purchases, whereupon the notified party, as applicable, may complete any pending orders and shall discontinue further such orders."
Exception to Exclusivity. Section 2,2 is hereby amended and restated in its entirety to read as follows:
Exception to Exclusivity. Distributor hereby agrees that notwithstanding the exclusive right and license set forth above, Supplier shall reserve a right to export *** Confidential treatment requested.
Exception to Exclusivity. Notwithstanding the foregoing, the limitations and obligations of Seller under Section 7.10(a) shall not apply in the event Buyer unjustifiably fails to make any loan disbursements in accordance with the Section 7.2 (b) and (c) and Seller has not otherwise taken any action that would constitute or would reasonably be expected to cause a Material Adverse Effect or any material Breach under this Agreement or any of the Loan Documents.
Exception to Exclusivity. Distributor hereby agrees that notwithstanding the exclusive right and license set forth above, Supplier shall reserve a right to export and sell Non-IH Massage Chairs (as defined below) directly to *** which imports, markets and distributes certain Products in the Territory; provided, however, such sales are only for resale by *** to end users and not to resellers. "Non-IH Massage Chairs" shall refer to any massage chair manufactured by Supplier that does not contain any technology owned or designed by Distributor and is different in design, features, or specifications from the Products previously or currently purchased by Distributor from Supplier. *** Confidential treatment requested.
Exception to Exclusivity. Sigma acknowledges that, prior to the Effective Date, Sangamo has performed or committed to perform for Third Parties certain custom services relating to the Sangamo Technology and has delivered or committed to deliver to such Third Parties certain ZFP Products and/or Licensed Products and has granted to such Third Parties the right to use such ZFP Products and/or Licensed Products in the Field as listed in the Projects Side Letter. Sangamo’s grant of an exclusive license in Section 2.1(a) is expressly subject to such previously granted rights subject to the Projects Side Letter.
Exception to Exclusivity. Notwithstanding the foregoing, the Staff Member has the right to share, for noncommercial, non-profit reasons, the Works, including without limitation in portfolios for educational, employment, or artistic purposes; and in contest entries.