Sales Outside Territory. The Distributor shall not, without the prior written consent of the Manufacturer, directly or indirectly, sell Assets anywhere other than in. the Territory or sell the Assets to any party for resale outside of the Territory.
Sales Outside Territory. This Agreement does not grant or imply to Ligand any rights in any country outside the Territory.
Sales Outside Territory. In no event shall Distributor directly or indirectly distribute or sell any of the Products in or to, or for shipment to or (to the best of its ability) for resale in, the Excluded Countries or the US Government, or otherwise outside the Territory or the Markets, in each case, without either the prior written consent of Manufacturer or, in the case of sales to customers in an Excluded Country, a written agreement providing adequate compensation for the sales representative or distributor for such Excluded Country (as listed in Exhibit C hereto). Without limiting the applicability of the foregoing, in the event Distributor directly or indirectly sells any Products to the US Government or to a customer in any Excluded Country without the prior written consent of Manufacturer (or alternatively, in the case of sales to customers in an Excluded Country, a written agreement with the respective sales representative or distributor), then, in addition to any remedies available to Manufacturer at law or in equity (a) the sale of such Products will not count toward Distributor's Rebate (as defined in Section 4.7 hereof); (b) Manufacturer may, at its option, either (i) refuse to supply any such Products to Distributor or (ii) (A) in the case of sales to the US Government, charge Distributor a 25% surcharge on such Products (based on Net Purchase Price), (B) in the case of sales to a customer in an Excluded Country with a sales representative (as indicated in Exhibit C), require Distributor to pay to Manufacturer the full commission payable to the relevant sales representative for such Excluded Country, as invoiced by Manufacturer to Distributor and to be paid by Manufacturer directly to such sales representative, and (C) in the case of sales to a customer in an Excluded Country with a distributor (as indicated in Exhibit C), require Distributor to pay to Manufacturer a 25% surcharge on such Products (based on Net Purchase Price), as invoiced by Manufacturer to Distributor and to be paid by Manufacturer directly to the distributor for such Excluded Country; and (c) Manufacturer may, at its option, terminate this Agreement on 10 days' notice under Section 6.2 hereof. Distributor acknowledges and agrees that the provisions of this Section 3.3, including the payment of the amounts described in clause (ii) above, are reasonable and necessary to maintain an orderly system of product distribution and to adequately compensate Manufacturer or the respective sales representativ...
Sales Outside Territory. Without the prior written consent of Konami, Distributor shall not, with respect to the Konami Products, (i) establish or maintain outside of the Territory any branch, warehouse or distribution depot and (ii) actively license, market or otherwise promote the use or distribution of the Konami Products outside of the Territory.
Sales Outside Territory. Distributor shall not actively solicit sales of or promote the Products outside the Territory without the prior written consent of Company. Should Distributor be approached by any third party from outside the Territory for the purchase of Products, Distributor shall forthwith notify Company and shall either refer such party to Company or take an order from such party, all as shall be directed by Company in writing and at its sole discretion.
Sales Outside Territory. Sublicensee agrees not to sell any Products bearing the Licensed Marks with knowledge that such products are to be resold outside the Territory. Such sales shall constitute a breach of this Agreement if made with Sublicensee's knowledge. If Sublicensee learns of any such sales, it shall use its best efforts to obtain possession of said Products and to prevent such sales in the future, including refusing to sell Products bearing the Licensed Marks to the persons or entities responsible for the resale outside the Territory.
Sales Outside Territory. The Distributor shall not, directly or indirectly, distribute or sell Products for delivery to any location outside of the Territory.
Sales Outside Territory. In the event that SCANDIPHARM desires to market the Finished Dosage Forms outside the Territory, EURAND will in xxxx xxxxx discuss granting SCANDIPHARM a license to do so.
Sales Outside Territory. If the Employer receives an order originating outside the territory defined in Section 1, and shipments of products are made by the Employer into this territory, the Employer shall have the sole right to determine whether, on any such order, any commission shall be due and payable to the Sales Representative and the amount of such commission, if any. The decision of the Employer in such cases shall be final and without recourse.
Sales Outside Territory. It is understood that Japanese Customers who request to purchase Products (or higher levels of assembly incorporating Products) for Integration in North America could purchase such Products (or higher level of assembly incorporating Products) from Read-Rite, in Read-Rite's capacity as Licensee's distributor under a separate distribution agreement mutually agreed upon between Read-Rite and Licensee.
