Common use of Appointment and Restrictions Clause in Contracts

Appointment and Restrictions. 2.1 Subject to the terms and conditions of this Agreement, GENTA hereby grants to IDIS the Exclusive right within the Field to distribute on its own account the Products in the Territory and IDIS agrees to act in this capacity subject to the terms of this Agreement. 2.2 During the continuance of this Agreement, GENTA undertakes not to market or sell the Products within the Field directly or indirectly to any other person in the Territory without first obtaining IDIS’s express written consent (such consent not to be unreasonably withheld or delayed). 2.3 During the continuance of this Agreement, IDIS undertakes not to seek customers or promote sales of the Products outside the Territory, and in any event shall not sell or distribute any Product within the United States. 2.4 IDIS undertakes that it shall not unless otherwise approved in writing by GENTA during the continuance of this Agreement: 2.4.1 Knowingly manufacture, sell or distribute any goods that compete with the Products in the Territory; 2.4.2 obtain its supplies of the Products for distribution within the Territory other than from GENTA; provided that GENTA is able and willing to supply the same on the terms of this Agreement. 2.5 IDIS undertakes that while the currently pending MAA for GENASENSE is pending and under review by the EMEA, with respect to GENASENSE in any EU member state it shall not: 2.5.1 commence any regulatory action; 2.5.2 communicate with any regulatory authority;

Appointment and Restrictions. 2.1 Subject to the terms and conditions of this Agreement, GENTA hereby grants to IDIS the Exclusive right within the Field to distribute on its own account the Products in the Territory and IDIS agrees to act in this capacity subject to the terms of this Agreement. 2.2 During the continuance of this Agreement, GENTA undertakes not to market or sell the Products within the Field directly or indirectly to any other person in the Territory without first obtaining IDIS’s express written consent (such consent not to be unreasonably withheld or delayed). 2.3 During the continuance of this Agreement, IDIS undertakes not to seek customers or promote sales of the Products outside the Territory, and in any event shall not sell or distribute any Product within the United States. 2.4 IDIS undertakes that it shall not unless otherwise approved in writing by GENTA during the continuance of this Agreement: 2.4.1 Knowingly manufacture, sell or distribute any goods that compete with the Products in the Territory; 2.4.2 obtain its supplies of the Products for distribution within the Territory other than from GENTA; provided that GENTA is able and willing to supply the same on the terms of this Agreement. 2.5 IDIS undertakes that while the currently pending MAA for GENASENSE is pending and under review by the EMEA, with respect to GENASENSE in any EU member state it shall not: : 2.5.1 commence any regulatory action; ; 2.5.2 communicate with any regulatory authority; 2.5.3 distribute or cause distribution either for sale or as FOC Product; without the express prior written consent of GENTA to any of the foregoing activities, which consent may be withheld in GENTA’s sole discretion. In giving any such consent GENTA may, in its sole discretion, impose restrictions and/or limitations on the permitted activities, and IDIS shall comply in all respects with such restrictions and/or limitations.