Limited Standstill. The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of irrevocable lockup agreements (“Limited Standstill Agreements”) in the forms annexed hereto as Exhibit H, with the parties identified on Schedule 9.1(q) hereto.
Limited Standstill. The Company will deliver to Investor on or before each Tranche Closing Date, and will honor and enforce, and will take reasonable actions to assist Investor in enforcing, the provisions of, the Lock-Up Agreements with the Company’s officers, directors and beneficial owners of 10% or more of the Common Stock.
Limited Standstill. The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of irrevocable standstill agreements ("LIMITED STANDSTILL AGREEMENTS") in the form annexed hereto as EXHIBIT F with the Insiders that are identified on SCHEDULE 4(r) hereto (the “DESIGNATED INSIDERS”).
Limited Standstill. Each Party agrees that it shall not, and that it shall cause each of its Affiliates and representatives not to, file or otherwise bring any action or lawsuit alleging patent infringement against the other Party for a period of three (3) years after the Effective Date of this Agreement or until the termination of this agreement, whichever is earlier (“Standstill Period”). Nothing in this Section 2.7 shall enlarge or otherwise modify the licenses, releases, or covenants set out in this Agreement. The foregoing provision is personal to the Parties, is non-assignable, (except as set forth in Section 5.2) and does not apply to any other Person. Further, it shall not prevent either Party from engaging in discussions with the other Party or any other Person regarding the licensing of its patents or from enforcing its patents against any Person other than a Party. During this Standstill Period, any patent infringement claim that one Party has against the other shall be tolled and any damages will accrue and be recoverable to the full extent permitted by 35 U.S.C. § 286. For clarity, nothing shall prevent the Parties from seeking damages after the Standstill Period terminates for patent infringement occurring during the Standstill Period (unless subject to any of the covenants not to xxx set forth in Section 2.3, 2.5 or 2.6). If either Party violates this Standstill agreement, the other Party shall be free to immediately end the Standstill Period. If a complaint for patent infringement is filed after expiration of the Standstill Period, no party may rely on the Standstill Period as a basis for any claim, counterclaim, or defense, including without limitation an assertion of laches. Notwithstanding the foregoing, a Party still may assert any claim, counterclaim, or defense available, including without limitation an assertion of laches, to the extent it does not specifically rely on the Standstill Period as a basis. For the avoidance of doubt, nothing in this provision or any other provision of this Agreement shall prevent either Party from intervening in patent litigation between the other Party and a Third Party based on any indemnity or other contractual obligation that either Party owes to such Third Party.
Limited Standstill. The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of an irrevocable lockup agreement (“Lockup Agreement”) in the form annexed hereto as Exhibit H, with the persons identified on Schedule 9(t).
Limited Standstill. The Company will deliver to the Buyers on or before the Closing Date and enforce the provisions of irrevocable standstill agreements ("Limited Standstill Agreements") in the form annexed hereto as Exhibit G with the Insiders and other shareholders that are identified on Schedule 4(m) hereto (collectively, the “Designated Insiders”).
Limited Standstill. Subject to the terms and conditions in this Section 2.6 and Section 2.7, for a period of four (4) years after the Effective Date of this Agreement or until the termination of this Agreement under Section 4.2, whichever is earlier (“Standstill Period”), a Party shall not (either by itself or through an Affiliate or Third Party) initiate, file, encourage, direct, fund or otherwise bring or participate in any claim alleging infringement (direct, indirect, induced, contributory or otherwise), misuse or any other violation of any patents against the other Party or its Affiliates by any Standstill Covered Products (the “Standstill”). “Standstill Covered Products” are (i) any products or services first made, used, sold, offered for sale, imported or otherwise commercialized by that Party or its Affiliates on or before the Effective Date, including, without limitation, with respect to Illumina, the Illumina Products, (ii) any products or services made or sold by such Party or its Affiliates that such Party or its Affiliates officially announced at an industry conference or other public forum before the Effective Date as part of such Party’s or its Affiliates’ forthcoming product or service offerings, and (iii) any Natural Evolutions of a product or service covered by (i) or (ii). In addition, as part of the Standstill, and subject to the terms and conditions in this Section 2.6 and Section 2.7, during the Standstill Period, a Party shall not (either by itself or through an Affiliate or Third Party) initiate, file, encourage, direct, fund or otherwise bring or participate in any claim alleging infringement of any patents against any customer (direct or indirect) of the other Party or its Affiliates by (i) any commercial products or commercial services first made or sold by that Party or its Affiliates on or before the Effective Date, or (ii) any commercial products or commercial services made or sold by that Party that such Party or its Affiliates officially announced at an industry conference or other public forum before the Effective Date as part of such Party’s or its Affiliates’ forthcoming product or service offerings , or (iii) any Natural Evolutions of a product or service covered by (i) or (ii) (collectively, “Customer Standstill Products”). Notwithstanding anything to the contrary herein, Customer Standstill Products do not include, and expressly exclude, stand-alone Third Party products that infringe a Party’s patents independent of any incorporation in o...
Limited Standstill. The Company will make available to the Investors on the Closing Date copies of the Limited Standstill Agreements, substantially in the form attached hereto as Exhibit B, executed by each of the Company’s directors, the Company’s President and the Company’s Chief Financial Officer (if applicable). The Company represents and warrants to the Investors that, as of the date of the Agreements, no other member of the Company’s management owns equity securities or securities or instruments convertible into or exchangeable for equity securities of the Company.
Limited Standstill. The Company will deliver to the Buyers on or before the Closing Date and enforce the provisions of irrevocable standstill agreements ("Limited Standstill Agreements") in the form annexed hereto as Exhibit N with Sass Xxxxxx, the Company’s President and CEO.
Limited Standstill. Provided that Broadcom continues to timely receive each installment of the Dismissal and Standstill Fee as set forth in Section 5.1, and subject to all terms and conditions of this Agreement, Broadcom agrees that, during the Term, Broadcom and its Subsidiaries shall delay making any Assertion against: (a) Emulex, an Emulex Subsidiary or any Emulex Customer; or (b) any third party supplier of serializer/deserializer function blocks, solely with respect to the supply of such blocks to Emulex (“SerDes Suppliers”), in each case of (a) and (b) to the extent such Assertion would allege infringement of the SerDes Patents based solely on the use, manufacture, sale or import of Standstill Products. The foregoing constitutes a limited, non-exhaustive standstill during the Term only and not a license, covenant not to xxx, release or other right or immunity. For the avoidance of doubt and without limitation, nothing in this Agreement shall prevent the following: (i) that damages shall accrue during the Term with respect to any infringement of the SerDes Patents relating to the Standstill Products; and (ii) that after the end of the Term, Broadcom is not precluded from seeking recovery of damages accruing from such infringement, whether occurring prior to, during or after the Term, or from seeking an injunction against future infringement occurring after the Term.
