Common use of TERRITORIAL LIMITATIONS Clause in Contracts

TERRITORIAL LIMITATIONS. NewTech covenants and agrees that, during the term of this Agreement or until this Agreement is terminated in accordance with the provisions of Article 10 below: 2.2.1 NewTech shall not, directly or indirectly, sell any Product to a Discount Department Store in the United States, subject to Sections 10.4 and 10.5 hereof. 2.2.2 Except with the prior written consent of NewTech (which consent may be refused in the sole, absolute and arbitrary discretion of NewTech), Kmart shall not sell any Product to any Person outside the United States. The United States includes Puerto Rico and Guam. 2.2.3 The parties acknowledge and agree that the relationship hereby established between Kmart and NewTech is solely that of buyer and seller of goods that each is an independent contractor engaged in the operation of its own respective business, that neither party shall be considered to be the agent of the other party for any purpose whatsoever, except as otherwise expressly indicated in this Agreement, and that, except as otherwise expressly indicated in this Agreement, neither party has any authority to enter into any contract, assume any obligations or make any warranties or representations on behalf of the other party. Nothing in this Agreement shall be construed to establish a partnership or joint venture relationship between NewTech and Kmart. Nothing in this Agreement shall be deemed in any way to constitute a sublicense by NewTech of its rights under the License Agreement, and the relationship between the parties hereto shall at all times be as set forth in this paragraph.

TERRITORIAL LIMITATIONS. NewTech covenants and agrees that, during the term of this Agreement or until this Agreement is terminated in accordance with the provisions of Article 10 below: 2.2.1 NewTech shall not, directly or indirectly, sell any Product to a Discount Department Store in the United States, subject to Sections 10.4 and 10.5 hereof. 2.2.2 Except with the prior written consent of NewTech (which consent may be refused in the sole, absolute and arbitrary discretion of NewTech), Kmart shall not sell any Product to any Person outside the United States. The United States includes Puerto Rico and Guam. 2.2.3 The parties acknowledge and agree that the relationship hereby established between Kmart and NewTech is solely that of buyer and seller of goods that each is an independent contractor engaged in the operation of its own respective business, that neither party shall be considered to be the agent of the other party for any purpose whatsoever, except as otherwise expressly indicated in this Agreement, and that, except as otherwise expressly indicated in this Agreement, neither party has any authority to enter into any contract, assume any obligations or make any warranties or representations on behalf of the other party. Nothing in this Agreement shall be construed to establish a partnership or joint venture relationship between NewTech and Kmart. Nothing in this Agreement shall be deemed in any way to constitute a sublicense by NewTech of its rights under the License Agreement, and the relationship between the parties hereto shall at all times be as set forth in this paragraph.the