Excluded Customers. Notwithstanding SECTION 1.1, Distributor does not appoint Subdistributor as its provider of the Services for the Excluded Customers. Except as otherwise directed by Distributor, Subdistributor shall not engage in sales and marketing activities or otherwise solicit orders from Excluded Customers and shall promptly refer to the Distributor any sales leads it receives or becomes aware of relating to an Excluded Customer. Subdistributor acknowledges and agrees that it is not entitled to any Compensation for any sale made to an Excluded Customer.
Excluded Customers. Representative shall not market to or solicit orders from Excluded Customers; the Representative shall refer to Distributor any sales leads that the Representative receives or becomes aware of relating to an Excluded Customer; the Representative acknowledges and agrees that it is not entitled to any commission or other compensation in relation to any
Excluded Customers. Hyland has entered into an agreement with Fiserv, Inc., a Wisconsin Corporation, and Information Technology, Inc. (ITI), a Nebraska Corporation, whereby Hyland granted to Fiserv, Inc. and ITI an exclusive worldwide rights to license and distribute Software to; 1) customers and accounts of Fiserv, Inc. and ITI, end 2) financial institutions (i.e. banks, saving and loan institutions, and credit unions) for applications that are primarily designed for the processing of checks. OEM agrees to take all reasonable steps to refrain from representing, marketing, or licensing any Software or Private Label Software to any and all Excluded Customers under this provision. In the event that OEM is unaware of the status of a prospective Customer for the Software or Private Label Software relative to this provision, he shall make a reasonable inquiry to determine whether or not the prospective Customer is an Excluded Customer. In the event OEM learns that such account is an Excluded Customer, OEM shall discontinue any and all marketing and sales activity with regards to the Excluded Customer.
Excluded Customers. To the extent that Bricks & Mortar Distributors that are not customers of Intrepid wish to order V2 Product inventory not carried by Intrepid from VMR, VMR may make such sales; provided, however, that VMR may not solicit such customers. VMR will provide information to Intrepid on any such sales at the Quarterly Meetings. Intrepid, at its option, may at any time elect to begin to carry such V2 Product inventory and assume any such customers and VMR at that time will cease to sell to such customer such V2 Products. The Parties will also discuss the option of Intrepid providing 50% of VMR’s average monthly raw Inventory carrying costs for V2 Product inventory not carried by Intrepid in return for a 50-50 split by the Parties of the profits on any VMR sales of such products to Brick & Mortar Distributors under this paragraph.
Excluded Customers. The Subject Companies may request in writing from Navistar a waiver from Section 8.17.2(b) and/or Section 8.17.3(b) with respect to any Excluded Customer. If and solely to the extent Navistar consents in writing to any waiver with respect to such Excluded Customer (which such consent may be withheld, conditioned or delayed by Navistar in its sole discretion), then after receiving such written consent, the Subject Companies may conduct such activities that would otherwise be prohibited by Section 8.17.2(b) and/or Section 8.17.3(b) with respect to such Excluded Customer (solely to the extent so consented to by Navistar; provided, that any Confidential Information disclosed by the Subject Companies to any member of the Navistar Group or any of its representatives in connection with such request (solely to the extent such Confidential Information is with respect to the specific matter for which waiver is sought pursuant to this Section 8.17.5) shall not be disclosed or used by the Navistar Group including in accordance with Section 5.4 of the LLC Agreement notwithstanding and disregarding the exception in clause (x)(2) therein; provided, further, that the foregoing proviso shall not limit or restrict any member of the Navistar Group from conducting the Commercial Business with respect to opportunities (including bidding on any opportunities or providing services or products to any Person) that become publicly known or that the Navistar Group also learns about from another third party (whether before or after receiving Confidential Information from the Subject Companies related thereto) without prior disclosure of such opportunity in violation hereof. For the avoidance of doubt, unless and to the extent Navistar so consents to such waiver in writing, the provisions of Section 8.17.2(b) and/or Section 8.17.3(b) shall remain in full force and effect.
Excluded Customers. The Excluded Customers provision in Paragraph 1 of Appendix D of the Agreement is amended and restated as follows: The following VMR retail customers are reserved for VMR and shall be excluded from Intrepid’s Bricks & Mortar Distribution Charmel exclusivity rights: Casablanca Vapor 920.933.7808 100 Xxxxx Xxxxxxxx Xxx Xxxx Xx Xxx XX CRG LLC 321.708.0713 1000 Xxxxxxx Xxxx Xxxx Xxx XX Fxxxxx-Xxxxxxxx.xxx 559.477.6328 4000 X. Xxxxxx Xxx. Xxxxxx XX Majic Vapor Shop 606.682.1878 500 Xxxxx Xxxxx London KY Paradise Vapors 918.808.4945 3000 X Xxxxxxxx Xxxxxx Xxxxxx XX Safe Smoke 410.984.8680 800 Xxxxxxxxx Xxxx Westminister MD Smoke Healthier 240.508.8636 7000 Xxxxxx Xxxx Xxxxxxx XX The Vapor Blues 606.309.6293 200-X Xxxxx Xxxxxx Xx. Richmond KY Vapor Max 606.435.2100 100 Xxxxxxxxx Xxxxx Xxxxxx XX Vapor Pit Stop, LLC 606.379.5252 80 X XXX 00, XXX X Xxxxxxxx XX Vapor Stix 859.623.7553 600 Xxx Xxxx Xxx # 0 Xxxxxxxx XX Nasa E-cigs 832.661.7163 100 Xxxx Xxxxxxx xxxxx Xxxxxx Xxxx XX
Excluded Customers. 1. [***]
Excluded Customers. Notwithstanding Section 2.1, Xxxx does not appoint Representative as a sales representative for the Excluded Customers. Representative shall not solicit orders from Excluded Customers and shall promptly refer to Zang any sales leads it receives or becomes aware of relating to an Excluded Customer. Representative acknowledges and agrees that it is not entitled to any Commission or other compensation for any sale made to an Excluded Customer.
Excluded Customers. (1) An Excluded Customer shall not be required to comply with the provisions of section 14.1. An Excluded Customer shall be deemed to have opted out of the Settlement Class of each Settlement Proceeding in fulfillment of its earlier settlement(s) with a Settling Defendant(s) or its Affiliated Defendants.
Excluded Customers. Notwithstanding Section 1.1, Supplier does not appoint Sales Representative as a sales representative for the Excluded Customers. Sales Representative shall not solicit orders from Excluded Customers and shall promptly refer to the Supplier any sales leads it receives or becomes aware of relating to an Excluded Customer. [Sales Representative acknowledges and agrees that it is not entitled to any Commission or other compensation for any sale made by Supplier to an Excluded Customer.] Status as Independent Contractor. Sales Representative is an independent contractor pursuant to this Agreement. Nothing in this Agreement creates any agency, joint venture, partnership, or other form of joint enterprise, employment, or fiduciary relationship between the Parties or an employee/employer relationship. Neither Party has any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other Party or to bind the other Party to any contract, agreement, or undertaking with any Customer or other third party. The operations of the Sales Representative are subject to the sole control of Sales Representative. All Personnel of Sales Representative are employees or Representatives of the Sales Representative and not of Supplier. Without limitation of the foregoing, Sales Representative is solely responsible for, at its own expense: providing such office space and facilities, and such Personnel (and their training) as may be necessary to carry out its obligations under this Agreement; compensating all Sales Representative Personnel for any services rendered in connection with the performance of its obligations under this Agreement; covering all Personnel under any applicable social benefit laws (including workers' compensation and applicable state disability insurance); and making any and all payroll deductions and contributions that may be required by Law or otherwise with respect to the Personnel. Sales Representative shall be solely responsible for any and all costs or expenses that it may incur in the performance of its obligations hereunder. General Sales Representative Obligations.
