Grant of Distribution Right Clause Samples

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Grant of Distribution Right. DEBIOTECH hereby grants to IMED, which accepts, the exclusive right to use, market, sell, lease and distribute the Product and Accessories in the Territory, limited to the Field of Application. This Exclusive Distribution Right may be exercised solely by IMED directly or through its Affiliates in the USA (except as provided below) and by IMED directly or through its Affiliates or Third Person sub-Distributors in the other countries of the Territory, provided that IMED has informed DEBIOTECH of each of their name(s) together with the list of countries concerned for each of them prior to their appointment by IMED and provided further that IMED remains primarily liable for all such Affiliates and/or Third Person sub-Distributors with respect to all obligations hereunder. As an exception to the general rule for the USA, IMED may distribute through Third Person sub-Distributors in limited cases where it is commercially reasonable under the circumstances and in areas of the USA in which, and with sub-Distributors through which, IMED uses sub-Distributors for its own pumps and other products and such sub-Distributors have general distribution activities within the medical field, provided that IMED has informed DEBIOTECH of each of their name(s) together with the area concerned for each of them prior to their appointment by IMED and provided further that IMED remains primarily liable for all such Third Person sub-Distributors with respect to all obligations hereunder.
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Grant of Distribution Right. Subject to the terms and conditions set forth in this Agreement, AltiGen Communications hereby grants to Distributor a non-exclusive, non-transferable right to (a) market and distribute the Products solely to Dealers located in the Territory and (b) use the Products for those purposes set forth in the Agreement. Distributor shall not, directly or indirectly, solicit sales of the Products outside of the Territory without the prior written consent of AltiGen Communications. AltiGen Communications retains the right to sell the Products directly to other THE SYMBOL [***] IS USED TO INDICATE THAT A PORTION OF THE EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTION. parties in the Territory, including, by way of illustration but not limitation, Distributors, Dealers, strategic accounts, and original equipment manufacturers. Distributor shall have no right to modify the Product or Documentation without the prior written approval of AltiGen Communications. Distributor agrees not to (a) reverse engineer, decompile, disassemble or otherwise reduce the Product to human-perceivable form, or to encourage or assist third parties in doing so or (b) distribute the Product by rental or lease. All rights not expressly granted herein are retained by AltiGen Communications. Distributor shall have no right to grant a Dealer the right to make copies from a golden master absent further agreement between AltiGen Communications and the Distributor.
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Grant of Distribution Right. The Supplier grants to the Distributor the exclusive right to sell the System within the geographical boundaries attached hereto as Schedule "A" (the "Territory").
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Grant of Distribution Right. 2.1 LMI hereby grants to FRI, an exclusive, non-transferable and royalty-bearing right to market, sell, and distribute the Cold Kit Products supplied by LMI and the PFS Products, which are manufactured by FRI from Ligand supplied by LMI (collectively referred to hereafter as the “Finished Products”) in the Territory under the licenses set forth in Section 3.1 hereunder. FRI hereby accepts such grant and agrees to use commercially reasonable efforts to market, sell, and distribute the Finished Products in the Territory in a manner consistent with its efforts under the previous agreements between the parties and their predecessors (e.g., using generally the same commercial channels and methods and exercising the same degree of effort and diligence), reasonably taking into consideration any significant changes to the market conditions for the Finished Products in the Territory including, but not limited to, ****. 2.2 FRI shall purchase from LMI **** percent (****%) of FRI’s requirements for the Products for sale in the Territory. LMI agrees to use commercially reasonable efforts to fill all orders received from FRI pursuant to this Agreement subject to its ability to obtain sufficient quantities of the Products as provided hereunder in Section 5.6. 2.3 Each Product supplied by LMI to FRI hereunder will meet the specifications set forth in the Quality Agreement. All Finished Products manufactured by FRI hereunder shall conform to the applicable product specifications set forth in the Quality Agreement.
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Grant of Distribution Right. 2.1 Subject to the terms and conditions set forth in this Agreement, AltiGen hereby grants to Fiserv a non-exclusive, non-transferable right to (a) market and distribute the Products to End Users located in the Territory either alone or as bundled with Fiserv’s, its Affiliates’ or third party’s software, systems, or services (“Bundled Product”) and allow such End Users to use the Products for Internal Use or use in a service bureau environment, (b) resell Products to Fiserv Affiliates who shall market and distribute the Products to End Users located in the Territory either alone or as part of the Bundled Product and allow such End Users to use the Products for Internal Use or use in a service bureau environment, (c) allow Business Partners to market, distribute and resell Products to End Users located in the Territory either alone or as part of the Bundled Product and allow such End Users to use the Products for Internal Use or use in a service bureau environment, (d) use the Products in either an in house or application services provider environment to provide access to the Products to End Users, (e) use the Products for Fiserv’s and its Affiliates’ internal purposes, (f) configure, update and integrate the Products with the Bundled Product, (g) use the Products as described in Sections 2.2, 2.5 and 2.6 below, and (h) make reasonable quantities of the Products and use such copies for archive, back-up or emergency restart purposes, to replace copies made on defective media, or to create copies from a golden master for distribution purposes. Fiserv shall not, directly or indirectly, solicit sales of the Products outside of the Territory without the prior written consent of AltiGen. AltiGen retains the right to sell the Products directly to other organizations in the Territory that are not clients of Fiserv or one of its Affiliates for core account processing services, including, by way of illustration but not limitation, original equipment manufacturers. Fiserv shall have no right to modify the Product or Documentation without the prior written approval of AltiGen. Except as expressly permitted under this Agreement, Fiserv shall not, and shall not permit End Users, Business Partners, or its Affiliates to (a) reverse engineer, de-compile, translate, disassemble or otherwise reduce the Product to human-perceivable form, or to encourage or assist third parties in doing so, (b) copy, modify, or create derivative works of the Product unless specifically permitte...
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Grant of Distribution Right. Subject to the terms and conditions set forth in this Agreement, AltiGen hereby grants to Distributor a non-exclusive, non-transferable right to (a) market and distribute the Products to original equipment manufacturers, system integrators and Dealers located in the Territory. and (b) use the Products for those purposes set forth in the Agreement. Distributor shall not, directly or indirectly, solicit sales of the Products outside of the Territory without the prior written consent of AltiGen. AltiGen retains the right to sell the Products directly to other parties in the Territory, including, by way of illustration but not limitation, distributors, original equipment manufacturers and End Users. Distributor shall have no right to modify the Product or Documentation without the prior written approval of AltiGen. Distributor agrees not to (a) reverse engineer, de-compile, disassemble or otherwise reduce the Product to human-perceivable form, or to encourage or assist third parties in doing so or (b) distribute the Product by rental or lease. All rights not expressly granted herein are retained by AltiGen. Distributor shall have no right to make copies from a golden master or grant End Users the right to make copies from a golden master absent further agreement between AltiGen and the Distributor.
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Grant of Distribution Right. On the terms and conditions set forth in the Definitive Agreement, Marmion shall grant to M/S Al Dunia the exclusive right to distribute, market, and sell the Products in the Territories. The parties agree that Marmion may sell Products outside of the Territories, even if such Products are ultimately re-sold or otherwise up being used within the Territories, and such sales shall not be covered by the distribution right to be granted under the Definitive Agreements.
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Grant of Distribution Right 
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Related to Grant of Distribution Right

  • Stock Distribution /Rights Exercise Fee by any Holder of ADS(s), a fee not in excess of U.S. $5.00 per 100 ADSs (or fraction thereof) held for the distribution of ADSs pursuant to (a) stock dividends or other free stock distributions, or (b) an exercise of rights to purchase additional ADSs;

  • Transfer of Incentive Distribution Rights The General Partner or any other holder of Incentive Distribution Rights may transfer any or all of its Incentive Distribution Rights without the approval of any Limited Partner or any other Person.

  • Payment of Distributions Subject to the preferential rights of Holders of any class or series of Partnership Interests of the Partnership now or hereafter issued and outstanding, ranking senior to the Series B Preferred Units with respect to the payment of distributions, pursuant to Section 5.1, the General Partner, as holder of the Series B Preferred Units, shall be entitled to receive, when, as and if authorized by the General Partner, out of Available Cash, cumulative cash distributions in an amount equal to the aggregate Series B Priority Return attributable to such Series B Preferred Units in accordance with this Article 19. Such distributions shall accrue and be cumulative from and including the first date on which any Series B Preferred Units are issued or, if later, the most recent Series B Preferred Unit Distribution Payment Date (as defined below) to which distributions have been paid in full (or declared and the corresponding Series B Distribution Record Date has passed), and shall be payable (i) quarterly in arrears, on the last calendar day of March, June, September and December, of each year commencing on or about March 30, 2018, and, (ii), in the event of a redemption of Series B Preferred Units, on the redemption date (each a “Series B Preferred Unit Distribution Payment Date”); provided, however, if any Series B Preferred Unit Distribution Payment Date is not a Business Day, then the distribution which would otherwise have been payable on such Series B Preferred Unit Distribution Payment Date may be paid, at the General Partner’s option, on either the immediately preceding Business Day or the next succeeding Business Day, except that, if such Business Day is in the next succeeding calendar year, such payment shall be made on the immediately preceding Business Day, in each case with the same force and effect as if paid on such Series B Preferred Unit Distribution Payment Date, and no interest or additional dividends or other sums shall accrue on the amount so payable from such Series B Preferred Unit Distribution Payment Date to such next succeeding Business Day.

  • Distribution of Rights to Purchase Shares (a) Distribution to ADS Holders Whenever the Company intends to distribute to the holders of the Deposited Securities rights to subscribe for additional Shares, the Company shall give notice thereof to the Depositary at least 60 days prior to the proposed distribution stating whether or not it wishes such rights to be made available to Holders of ADSs. Upon receipt of a notice indicating that the Company wishes such rights to be made available to Holders of ADSs, the Depositary shall consult with the Company to determine, and the Company shall determine, whether it is lawful and reasonably practicable to make such rights available to the Holders. The Depositary shall make such rights available to Holders only if (i) the Company shall have timely requested that such rights be made available to Holders, (ii) the Depositary shall have received satisfactory documentation within the terms of Section 5.7, and (iii) the Depositary shall have determined that such distribution of rights is lawful and reasonably practicable. In the event any of the conditions set forth above are not satisfied, the Depositary shall proceed with the sale of the rights as contemplated in Section 4.4(b) below or, if timing or market conditions may not permit, do nothing thereby allowing such rights to lapse. In the event all conditions set forth above are satisfied, the Depositary shall establish an ADS Record Date (upon the terms described in Section 4.7) and establish procedures (x) to distribute such rights (by means of warrants or otherwise) and (y) to enable the Holders to exercise the rights (upon payment of applicable (a) fees and charges of, and expenses incurred by, the Depositary and (b) taxes and other governmental charges). Nothing herein shall obligate the Depositary to make available to the Holders a method to exercise such rights to subscribe for Shares (rather than ADSs).

  • Contribution Rights In order to provide for just and equitable contribution under the Act in any case in which: (i) any person entitled to indemnification under this Section 5 makes a claim for indemnification pursuant hereto but it is judicially determined (by the entry of a final judgment or decree by a court of competent jurisdiction and the expiration of time to appeal or the denial of the last right of appeal) that such indemnification may not be enforced in such case notwithstanding the fact that this Section 5 provides for indemnification in such case; or (ii) contribution under the Act, the Exchange Act or otherwise may be required on the part of any such person in circumstances for which indemnification is provided under this Section 5, then, and in each such case, the Company and the Underwriters shall contribute to the aggregate losses, liabilities, claims, damages and expenses of the nature contemplated by said indemnity agreement incurred by the Company and the Underwriters, as incurred, in such proportions that the Underwriters are responsible for that portion represented by the percentage that the underwriting discount appearing on the cover page of the Prospectus bears to the initial offering price appearing thereon and the Company is responsible for the balance; provided, that, no person guilty of a fraudulent misrepresentation (within the meaning of Section 11(f) of the Act) shall be entitled to contribution from any person who was not guilty of such fraudulent misrepresentation. Notwithstanding the provisions of this Section 5.3.1, no Underwriter shall be required to contribute any amount in excess of the amount by which the total price at which the Public Securities underwritten by it and distributed to the public were offered to the public exceeds the amount of any damages that such Underwriter has otherwise been required to pay in respect of such losses, liabilities, claims, damages and expenses. For purposes of this Section, each director, officer and employee of an Underwriter or the Company, as applicable, and each person, if any, who controls an Underwriter or the Company, as applicable, within the meaning of Section 15 of the Act shall have the same rights to contribution as the Underwriters or the Company, as applicable.