Common use of Preferred Terms Clause in Contracts

Preferred Terms. 3.1 As partial consideration for MDS entering into the Merger Agreement and for adding value through increased market exposure of Xenogen Products and Services and Xenogen Technology, MDS and its Affiliates may purchase or license Xenogen Products and Services at Xenogen`s regularly published or quoted commercial prices for North America, less a discount of ***, in all cases only for its Normal Commercial Purposes and use in the Field. However, in no case shall MDS and its Affiliates be required to pay more per item, service, or license than any other similarly situated customer of Xenogen (similarly situated means a customer that purchases substantially the same volume of a particular product or service from Xenogen as does MDS). All of the foregoing shall be accomplished pursuant to Xenogen's then-existing purchase order forms and license agreements, the terms of which shall govern the subject transactions; provided that those terms include the discount granted by this Section 3. 3.2 It is acknowledged that Xenogen shall promptly advise MDS of all new Xenogen Products and Services discovered or developed by Xenogen or its Affiliates after the date hereof during the term of this Agreement, and such new products and services shall be included within Xenogen Products and Services for purposes of this Section 3. It is further acknowledged that, after the Effective Date, Xenogen Products and Services will include products and services from Xenogen's Controlled Affiliates' which are intended for use in conjunction with Xenogen Services and Products for use in the Field.

Preferred Terms. 3.1 As partial consideration for MDS entering into the Merger Agreement and for adding value through increased market exposure of Xenogen Products and Services and Xenogen Technology, MDS and its Affiliates may purchase or license Xenogen Products and Services at Xenogen`s regularly published or quoted commercial prices for North America, less a discount of ***, in all cases only for its Normal Commercial Purposes and use in the Field. However, in no case shall MDS and its Affiliates be required to pay more per item, service, or license than any other similarly situated customer of Xenogen (similarly situated means a customer that purchases substantially the same volume of a particular product or service from Xenogen as does MDS). *** All of the foregoing shall be accomplished pursuant to Xenogen's then-existing purchase order forms and license agreements, the terms of which shall govern the subject transactions; provided that those terms include the discount granted by this Section 3. 3.2 It is acknowledged that Xenogen shall promptly advise MDS of all new Xenogen Products and Services discovered or developed by Xenogen or its Affiliates after Affiliatesafter the date hereof during the term of this Agreement, and such new products and services shall be included within Xenogen Products and Services for purposes of this Section 3. It is further acknowledged that, after the Effective Date, Xenogen Products and Services will include products and services from Xenogen's Controlled Affiliates' which are intended for use in conjunction with Xenogen Services and Products for use in the Field.