Semi-Exclusivity Sample Clauses

Semi-Exclusivity. Tarpon agrees that JGUN shall have no preferential right for the Term and renewed Term(s), if applicable, to participate in any financing transaction for Tarpon but, nevertheless, Tarpon shall use its best efforts as follows: (i) with respect to any underwritten public offering, of equity or debt (which shall not include for purposes hereof any senior secured bank financing), or Rule 144A offering (collectively referred to as a "Financing Transaction") raising gross proceeds of $25,000,000 or less, JGUN shall be afforded the opportunity to "pitch" for the lead management of such Financing Transaction (whether as underwriter or placement agent) unless such offering is to be lead managed by a major bracket underwriting firm, in which event JGUN shall be offered the right to participate in such Financing Transaction as a co-manager and (ii) with respect to any Financing Transaction raising gross proceeds in excess of $25,000,000, JGUN shall be afforded the opportunity to "pitch" its ability to act as a selling group member.

Semi-Exclusivity. During the period commencing on the Effective Date and ending on the first anniversary of the Acceptance Date with respect to the Initial System, IRORI shall not sell, license, lease or otherwise transfer any interest in a System (or any functionally equivalent system,) to or for, or operate a System (or any functionally equivalent system) for the benefit of, more than one Third Party (such one Third Party, the "Permitted Purchaser"), which shall be chosen at IRORI's sale discretion.

Semi-Exclusivity. LICENSEE will have the following rights to create, develop, produce and sell the End Products for ten (10) years in the Territory using the Technology licensed pursuant to this Agreement.

Semi-Exclusivity. The license granted under Section 2.1 shall be (i) Semi-Exclusive (as defined below) to LabCorp and its Affiliates in the U.S. during the Semi-Exclusive Period, (ii) non-exclusive in the U.S. for the remainder of the Term after the Semi-Exclusive Period, and (iii) non-exclusive in Canada and the United Arab Emirates for the entire Term. For purposes of this Agreement, “Semi-Exclusive” means BGM shall not license or otherwise transfer or provide the Licensed Technology to any Restricted Licensees for use with Manual Tests in the United States, or authorize or permit use of the Licensed Technology by any Restricted Licensees under the terms of any agreement with Restricted Licensee (whether through a covenant not to ▇▇▇ or otherwise) in connection with Manual Tests in the United States, during the Semi-Exclusive Period. In addition, during the Semi-Exclusive Period, to the extent BGM licenses or otherwise transfers or provides the Licensed Technology to any Permitted Licensee, or authorizes or permits use of the Licensed Technology by a Permitted Licensee, BGM’s agreement with such Permitted Licensee shall prohibit such Permitted Licensee from (a) sublicensing or otherwise transferring or providing the Licensed Technology to any Restricted Licensees for use with Manual Tests in the United States, or (b) authorizing or permitting use of the Licensed Technology by any Restricted Licensees in connection with Manual Tests in the United States. In the event the inclusion of the U.S. territory in the limitation of the Semi-Exclusive grant or the Semi-Exclusive Period of the license granted hereunder is limited by action, laws or regulations of any government, the license granted shall not terminate, but shall remain Semi-Exclusive to the extent permitted by such government action and shall become non-exclusive to the extent necessary to conform with applicable laws and regulations.

Semi-Exclusivity. BGM agrees that it shall not sell, distribute, supply or otherwise provide Manual Test Kits (or any materials or components thereof) to any Restricted Licensees for use in the United States during the Semi-exclusive Period. In addition, during the Semi-Exclusive Period, to the extent BGM sells, distributes, supplies or otherwise provides Manual Test Kits (or any materials or components thereof) to any Permitted Licensees for use in the United States, BGM’s agreement with such Permitted Licensees shall prohibit such Permitted Licensees from reselling, distributing, supplying or otherwise providing them to any Restricted Licensees. The parties acknowledge that an Entity could change its status from a Permitted Licensee to a Restricted Licensee over time due to one or more mergers, consolidations, reorganizations, or acquisitions with, of, or by other Entities (“M&A Transactions”), and BGM agrees that it shall monitor the impact of M&A Transactions on the status of any Permitted Licensees which have been granted a license (or other permission or authorization) to use the Licensed Technology with Manual Tests and which are being supplied Kits. In the event a Permitted Licensee becomes a Restricted Licensee during the Semi-Exclusive Period due to M&A Transactions, BGM shall immediately terminate such license or other permission or authorization, and immediately cease the supply of Manual Test Kits, unless LabCorp agrees that Portions of this Exhibit were omitted and have been filed separately with the Secretary of the Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 406 of the Securities Act of 1933, as amended. BGM may add such Entity to Exhibit C. BGM shall include terms in all of its agreements with Permitted Licensees which allow BGM to take the foregoing action. In the event an Entity supplied and licensed by BGM as a Permitted Licensee subsequently becomes a Restricted Licensee without the occurrence of any M&A Transactions (i.e., based solely on natural growth of its gross revenues), then such Entity shall retain its status as a Permitted Licensee.