Extract to table

A meet-or-release clause provides that if the licensee can demonstrate that a third-party competitor of the licensor has offered comparable data products at more favorable terms, the licensor must match those terms or the licensee may terminate the agreement without penalty

Requirements for Enforceability To be enforceable under New York law, an MFN clause must satisfy the following requirements: 1

The MFN clause must be sufficiently definite in its material terms to permit a court to determine whether a breach has occurred and to fashion an appropriate remedy

the specific fee components that must be at least as favorable; and (c) the adjustment mechanism — i

Like any contractual obligation, an MFN clause must be supported by adequate consideration