Competitive Product. Competitive Product" shall mean a product or service, made or provided by a Competitor, which is the same as or is directly competitive with one with respect to which the Employee acquired confidential information relating to the Company, or its business, products or services by reason of the Employee's work with the Company.
Competitive Product. Orphan Medical acknowledges that (i) Celltech has developed and is marketing methylphenidate in certain countries within the Territory for Indications other than the Licensed Indications, but that methylphenidate is occasionally used on an off-label basis to treat the Licensed Indications; (ii) Celltech is marketing dexedrine in the United Kingdom for the Licensed Indications; and (iii) Celltech will be marketing Equasym IR in France for the Licensed Indications. With the exception of the off-label use of methylphenidate in the Territory, dexedrine in the United Kingdom, and Equasym IR in France, Celltech shall not, for five (5) years from the Effective Date of this Agreement, either directly or indirectly through subdistributors, sublicensees or otherwise, develop, manufacture, promote, market or distribute products in the Territory that are competitive with the Product; provided, however, nothing herein shall prohibit Celltech from acquiring, by stock purchase, asset purchase or merger any company, or division of a company, that is developing, marketing, manufacturing, promoting or distributing a competitive product where the annual sales (or in the case of a product in development, the projected sales) of such competitive product in the Territory are less than twenty percent (20%) of such company's or division's total annual sales. For purposes of this Section 2.7, a competitive product shall be one that: (a) is approved for prescription for a Licensed Indication or (b) is used off-label for a Licensed Indication and such off-label sales comprise more than twenty percent (20%) of such product's sales in the Territory or more than twenty percent (20%) of the sales of the Product in the Territory.
Competitive Product. Either Party may, by written notice to the other Party, immediately terminate this Agreement in the event the other Party is in breach of Section 2.21.
Competitive Product. 3.3.1 As of the Effective Date and for [**] thereafter, neither Party nor its Affiliates shall research (other than [**], which may be conducted worldwide), develop, register, file for registration, manufacture, purchase, sell, promote, distribute, commercialize or otherwise exploit any Competitive Product in the Field anywhere in the Territory nor enable or authorize any Third Party to do so. The foregoing shall not preclude either Party from conducting research related to [**] that are not [**]; provided that any such research shall not continue should such [**] become [**].
Competitive Product. In consideration of Seller's agreement to provide the significant volume-based rebates described in Exhibit B attached hereto, Buyer agrees to limit the extent to which it acquires equipment which is competitive with the Products manufactured by Seller. Buyer agrees to purchase no more than 5% of its annual requirements of Machines for new store development from competitors of Seller, and compliance with this covenant shall be tested on a trailing 12-month basis. In addition, if (a) Seller is unable to deliver (i) Machines which Buyer has ordered within forty-five (45)
Competitive Product. During AGREEMENT TERM, INNOVIVE shall not sell, and its SUBLICENSEES shall agree in a sublicense agreement not to sell, COMPETITIVE PRODUCT in any country of the TERRITORY without the prior written consent of SHINYAKU.
Competitive Product. During AGREEMENT TERM, (a) OPTIMER shall not sell, and shall cause SUBLICENSEES not to sell COMPETITIVE PRODUCT in the TERRITORY without the prior written consent of SHINYAKU except for any products for which OPTIMER or SUBLICENSEES have already begun clinical testing as of the EFFECTIVE DATE, and (b) SHINYAKU and its AFFILIATES will not, nor authorize any third party to, develop, market or import COMPETITIVE PRODUCT in the TERRITORY.
Competitive Product. In the event a Competitive Product is sold in a country, then the royalty term set out in Section 5.4.1.(a)(iii) for the corresponding Product shall be [**] from First Commercial Sale without regard to the existence of a Valid Patent Claim and royalties shall be reduced in accordance Section 5.4.1(a)(ii) .
Competitive Product. In the event a Competitive Product is sold in a country, then the royalty rate to be paid by MERCK on Net Sales in that country under Section 5.4.1 shall be [**] percent ([**]%) in such country during such time that a Competitive Product is sold in such country; provided, however, this Section shall not be applicable if the royalty rate in such country [**] pursuant to Section 5.4.1.
