RECIPROCAL EXCLUSIVITY Clause Samples

A Reciprocal Exclusivity clause establishes that both parties agree not to engage in similar agreements or business relationships with third parties within a defined scope or market. Typically, this means that each party is prohibited from collaborating with competitors or entering into parallel arrangements that would undermine the exclusivity of their partnership. For example, if two companies sign a reciprocal exclusivity agreement regarding a specific product line, neither can work with other entities to develop or sell competing products in that category. The core function of this clause is to protect the mutual interests of both parties by ensuring that the benefits of exclusivity are shared equally, thereby preventing conflicts of interest and fostering a stronger, more committed business relationship.
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RECIPROCAL EXCLUSIVITY. The Designer agrees to have the product manufactured exclusively by the Company for a minimum duration of ……months. The Company agrees to manufacture the product exclusively for the Designer for a minimum duration of ……months. The Parties undertake that, in case of infringement of the reciprocal exclusivity under article 2, the defaulting Party will be bound to pay, as a penalty, to the non-defaulting Party the amount of € 00, without prejudice to any claim for higher damages.
RECIPROCAL EXCLUSIVITY. The Designer agrees to have the product manufactured exclusively by the Company for a minimum duration of ……months. The Company agrees to manufacture the product exclusively for the Designer for a minimum duration of ……months. The Designer agrees to indicate the wording “designed by…. , manufactured by (the Company)” insofar as possible on the product itself or, failing that, on the label and generally speaking on all media on which the creation may be reproduced, namely including, without this list being restrictive,: • the packaging • POS advertising, banners, gondola displays • advertising and commercial documents • websites (indicate all media on which the creation will be used) … its share of damages plus interest arising from the violation of its moral rights.
RECIPROCAL EXCLUSIVITY. During the term of the exclusivity of the ---------------------- respective Licenses, other than the provision of the Wave@Home Service, and provided that @Home is not in default of its obligation under the Master Roll-Out Plan, Rogers and Shaw, as applicable, ** Confidential treatment has been requested with respect to certain information contained in this document. Confidential portions have been omitted from the public filing and have been filed separately with the Securities and Exchange Commission. shall not [**] However, nothing in this paragraph is intended to and does not restrict either Rogers or Shaw or their sub-distributors from promoting, over an Internet Backbone, programming and content (such as Yahoo, YTV Canada Inc. and Canoe). Provided that, the time for performance of @Home's obligation set out in the Master Roll-Out Plan shall be extended day-for-day by (1) to the extent that such failure is as a result of a failure by Rogers and/or Shaw to complete its obligations set out in the Master Roll-Out Plan; the number of days of any resulting delay in @Home's performance of its obligations set out in this term sheet; or (2) the number of days @Home's performance was prevented or delayed by the occurrence of a Force Majeure event; or (3) a cure period of six (6) months following notice by Rogers and/or Shaw as applicable in the event of the failure by @Home to perform its obligations under the Master Roll-Out Plan.
RECIPROCAL EXCLUSIVITY i) Until the first to occur of Termination Date (as defined below) and the Consummation, the Seller shall not, and the Seller shall cause its representatives, officers, employees, directors or agents not to, directly or indirectly, (i) enter into any agreement or accept any offer relating to or consummate any (a) reorganization, liquidation, dissolution or recapitalization of the Seller, TPS II or TIE, (b) merger or consolidation involving the Seller, TPS II or TIE, (c) purchase or sale of any material assets (including without limitation the TPS II Shares and the Partnership Interests) or any capital stock (or any rights to acquire, or securities convertible into or exchangeable for, any such capital stock) of the Seller, TPS II or TIE, or (d) similar transaction or business combination involving the Seller, TPS II or TIE (each of the foregoing transactions described in clauses (a) through (d), a “Company Transaction”), (ii) submit, solicit, initiate or actively encourage with any party (other than as among Seller, its Affiliates and any of their respective representatives or agents) any proposal or offer from Confidential treatment has been requested as to certain portions of this document. Each such portion, which has been omitted herein and replaced with an asterisk [***], has been filed separately with the Securities and Exchange Commission. any Person (other than the Purchaser or its Affiliates in connection with the Transaction) in connection with a Company Transaction or (iii) furnish any information with respect to or actively assist or facilitate in any other manner any effort or attempt by any Person (other than the Purchaser or its Affiliates) to do or seek to do any of the foregoing. The Seller hereby agrees to notify the Purchaser promptly if any Person makes any proposal, offer, inquiry or contact with respect to a Company Transaction (without naming such Person or otherwise divulging the terms of such offer to the extent made on a confidential basis). ii) Until the first to occur of Termination Date and the Consummation, the Purchaser shall not, and the Purchaser shall cause each of its Affiliates and their respective representatives, officers, employees, directors or agents not to, directly or indirectly, (i) enter into any agreement or accept any offer relating to or consummate any transaction relating to the Partnership Interests or otherwise involving the alienation, disposition, transfer, pledge, sale or assignment of the Seller’s owne...

Related to RECIPROCAL EXCLUSIVITY

  • Non-Exclusivity The services of the Adviser to the Manager, the Allocated Portion and the Trust are not to be deemed to be exclusive, and the Adviser shall be free to render investment advisory or other services to others and to engage in other activities. It is understood and agreed that the directors, officers, and employees of the Adviser are not prohibited from engaging in any other business activity or from rendering services to any other person, or from serving as partners, officers, directors, trustees, or employees of any other firm or corporation.

  • Exclusivity Without prejudice to the Company’s rights under Section 5.4, the Company agrees not to appoint any other depositary for issuance of depositary shares, depositary receipts or any similar securities or instruments so long as The Bank of New York Mellon is acting as Depositary under this Deposit Agreement.

  • No Exclusivity It is expressly understood and agreed by the parties that this is not an exclusive agreement. Nothing in this Agreement shall be construed as creating any exclusive arrangement with Contractor or as prohibit City from either acquiring similar, equal, or like goods and/or services or from executing additional contracts with other entities or sources.

  • Limited Exclusivity The Sub-Adviser agrees that it will not provide similar services to any other mutual fund which holds itself out to the public as "Environmentally Qualified" or otherwise "Socially Responsible" within the common meanings of those terms. Other than that, it is understood that the services of the Sub-Adviser are not exclusive, and that nothing in this Agreement shall prevent the Sub-Adviser from providing similar services to other investment advisory clients, including but not by way of limitation, investment companies or to other series of investment companies, including the Company (whether or not their investment objectives and policies are similar to those of the Funds) or from engaging in other activities, provided such other services and activities do not, during the term of this Agreement, interfere in a material manner with the Sub-Adviser's ability to meet its obligations to the Funds hereunder. When the Sub-Adviser recommends the purchase or sale of a security for other investment companies and other clients, and at the same time the Sub-Adviser recommends the purchase or sale of the same security for the Funds, it is understood that in light of its fiduciary duty to the Funds, such transactions will be executed on a basis that is fair and equitable to the Funds. In connection with purchases or sales of portfolio securities for the account of the Funds, neither the Sub-Adviser nor any of its directors, officers or employees shall act as a principal or agent or receive any commission. If the Sub-Adviser provides any advice to its clients concerning the shares of the Funds, the Sub-Adviser shall act solely as investment counsel for such clients and not in any way on behalf of the Company or the Funds. The Sub-Adviser provides investment advisory services to numerous other investment advisory clients, including but not limited to other funds and may give advice and take action which may differ from the timing or nature of action taken by the Sub-Adviser with respect to the Fund. Nothing in this Agreement shall impose upon the Sub-Adviser any obligations other than those imposed by law to purchase, sell or recommend for purchase or sale, with respect to the Funds, any security which the Sub-Adviser, or the shareholders, officers, directors, employees or affiliates may purchase or sell for their own account or for the account of any client.

  • Non-exclusivity, Etc The rights of Indemnitee hereunder will be in addition to any other rights Indemnitee may have under the Charter, the Bylaws or the Maryland General Corporation Law (the "MGCL") or otherwise; provided, however, that to the extent that Indemnitee otherwise would have any greater right to indemnification under any provision of the Charter or Bylaws as in effect on the date hereof, Indemnitee will be deemed to have such greater right hereunder, and provided, further, that to the extent that any change is made to the MGCL (whether by legislative action or judicial decision), the Charter and/or the Bylaws which permits any greater right to indemnification than that provided under this Agreement as of the date hereof, Indemnitee will be deemed to have such greater right hereunder. The Company will not adopt any amendment to the Charter or the Bylaws the effect of which would be to deny, diminish or encumber Indenmitee's right to indemnification under the Charter, the Bylaws, the MGCL or otherwise as applied to any act or failure to act occurring in whole or in part prior to the date upon which the amendment was approved by the Company's Board of Directors and/or its stockholders, as the case may be.