Exclusivity Periods Sample Clauses
An Exclusivity Periods clause establishes a defined timeframe during which one party agrees not to negotiate or enter into similar agreements with other parties regarding a specific transaction or subject matter. Typically, this clause applies in contexts such as mergers, acquisitions, or distribution agreements, where the seller or provider commits to dealing exclusively with the prospective buyer or partner for a set period. The core function of this clause is to provide assurance and protection to the interested party, allowing them to invest time and resources in negotiations without the risk of being outbid or losing the opportunity to competitors.
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Exclusivity Periods. Except as set forth in Section 7.3 or Article 12 of the Agreement, and notwithstanding anything to the contrary in Section 7.1 or Section 7.2, during the period:
(i) beginning […***…], the exclusivity covenants set forth in Section 7.1 and Section 7.2 of the Agreement will apply only to […***…], […***…] and any Collaboration Target(s);
(ii) after […***…], the exclusivity covenants set forth in Section 7.1 and Section 7.2 of the Agreement will apply only to any Collaboration Target(s), and a mutually agreed (in writing between the Parties) limited hotlist of targets, that may be added to from time to time by mutual written agreement with ▇▇▇▇▇ targets resulting from the collaborative profiling effort as currently conducted by Regulus and GSK; and
(iii) after […***…] the provisions of Paragraph 4 of this Amendment above shall no longer apply to modify or amend_Section 7.1 and/or Section 7.2 of the Agreement, and the exclusivity covenants set forth in Section 7.1 and Section 7.2 of the Agreement shall revert back to the provisions as they were as of the Effective Date of the Agreement, and will apply only to any Collaboration Target(s) in accordance with the terms of the Agreement.
Exclusivity Periods. 7.7.1 As from the date of Readiness of the PFT ([***]), TPRF shall have the option to enjoy Exclusivity Periods each of one year in duration in accordance with the incremental [***] Indicates that text has been omitted which is the subject of a confidential treatment request. The text has been separately filed with the Securities and Exchange Commission. periods stipulated in Appendix 7 (“Exclusivity Periods”), subject to financial compensation to be paid by TPRF as specified in Appendix 7.
7.7.2 During the Exclusivity Periods there shall be no right by Coskata to grant a license to any third party (other than a TPRF Affiliate or TPRF Joint-Venture) in relation to the Foreground including all pertaining rights, title and interest; however at all times, Coskata shall be entitled to explore the market or make other marketing efforts regarding Prospective Licensees that are potentially interested in using the Foreground. During such Exclusivity Periods, Coskata, a Coskata Affiliate, or, only in the case where TPRF, a TPRF Affiliate, or a TPRF Joint Venture have not signed an agreement covering the phase of detailed engineering, procurement, and construction (“EPC Phase”) for a plant of at least [***] metric tons per year of Propanol (and by-products) capacity, [***] shall imply that Coskata shall provide TPRF with [***]. The preceding right to [***] has initiated the exercise of such right by commencing the [***] related to such right prior to the commencement of the [***]. In the event that a [***], Coskata will [***].
Exclusivity Periods. Upon any termination of this Agreement in its entirety, [***].
Exclusivity Periods. 7.7.1 As from the date of Readiness of the PFT (which is the last key performance milestones of the IJDP), TPRF shall have the option to enjoy Exclusivity Periods each of one year in duration in accordance with the incremental periods stipulated in Appendix 7 (“Exclusivity Periods”), subject to financial compensation to be paid by TPRF as specified in Appendix 7.
7.7.2 During the Exclusivity Periods there shall be no right by Coskata to grant a license to any third party (other than a TPRF Affiliate or TPRF Joint-Venture) in relation to the Foreground including all pertaining rights, title and interest; however at all times, Coskata shall be entitled to explore the market or make other marketing efforts regarding Prospective Licensees that are potentially interested in using the Foreground. During such Exclusivity Periods, Coskata, a Coskata Affiliate, or, only in the case where TPRF, a TPRF Affiliate, or a TPRF Joint Venture have not signed an agreement covering the phase of detailed engineering, procurement, and construction (“EPC Phase”) for a plant of at least [***] metric tons per year of Propanol (and by-products) capacity, a Coskata Joint Venture may either (i) build one facility with a capacity of no greater than [***] metric tons per year employing the PFT or (ii) retrofit its Flagship facility to deploy the PFT, subject in either case to providing TPRF (or TPRF Affiliates) with (a) a right of first offer to participate in ownership of the facility under reasonable terms and conditions, which right TPRF (or TPRF Affiliates) must exercise within 90 days of receiving notice from Coskata, as well as (b) a right of first offer to purchase the facility’s production (but only to the extent that the third party shareholder in the Coskata Joint Venture has not expressed an interest in the acquisition of such production). Such right of first offer, described in (a), for TPRF (or TPRF Affiliates) to participate in the Coskata Joint Venture shall imply that Coskata shall provide TPRF with any and all information that is available to Coskata at the notice date as well as necessary for TPRF to assess the technical and commercial feasibility of such participation. The preceding right to build or retrofit shall continue once Coskata, a Coskata Affiliate or a Coskata Joint Venture has initiated the exercise of such right by commencing the engineering or entering into an agreement related to such right prior to the commencement of the EPC phase. In the event that ...
Exclusivity Periods