Cessation of Control. Upon cessation of the status as an Affiliated Entity, any Access Rights granted to such former Affiliated Entity shall lapse, provided however that the provisions of paragraphs (A) and (B) below will apply with respect to: (i) any Results, or Background to which such Legal Entity has been granted Access Rights pursuant to the Grant Agreement and this Consortium Agreement; and (ii) any Party's Confidential Information that has been used by such Legal Entity in accordance with the provisions of the Grant Agreement and this Consortium Agreement, and that, at the time of cessation of such Legal Entity's Affiliated Entities’ status, has been: incorporated into the products, processes or services of such entity (hereinafter referred to as "Products, Processes and Services"); or amalgamated with such Legal Entity's own information. (A) With respect to such Confidential Information: such Legal Entity may continue to use the Confidential Information in its Products, Processes and Services in a manner in which the Confidential Information was being used prior to the time of cessation of such Legal Entity's Affiliated Entity status. (B) With respect to such Background, and Results other than Confidential Information: at the request of such Legal Entity, the Parties shall grant non-exclusive licenses to such Legal Entity under such Background, and Results for use in such Legal Entity's Products, Processes and Services on the same terms and conditions as the corresponding Access Rights granted in accordance with the Grant Agreement and this Consortium A to the Party of which such Legal Entity was an Affiliated Entity, provided that no commercial interest of such Parties opposes the grant of such licenses.
Appears in 1 contract
Sources: Consortium Agreement
Cessation of Control. Upon cessation of the status as an Affiliated Entity, any Access Rights granted to such former Affiliated Entity shall lapse, provided however that the provisions of paragraphs (A) and (B) below will apply with respect to:
(i) any Results, or Background to which such Legal Entity legal entity has been granted Access Rights pursuant to the Grant Agreement and this Consortium Agreement; and
(ii) any Party's Confidential Information that has been used by such Legal Entity legal entity in accordance with the provisions of the Grant Agreement and this Consortium Agreement, and that, at the time of cessation of such Legal Entitylegal entity's Affiliated Entities’ status, has been: incorporated into the products, processes or services of such entity (hereinafter referred to as "Products, Processes and Services"); or amalgamated with such Legal Entitylegal entity's own information.
(A) With respect to such Confidential Information: such Legal Entity may continue to use the Confidential Information in its Productsproducts, Processes processes and Services services in a manner in which the Confidential Information was being used prior to the time of cessation of such Legal Entitylegal entity's Affiliated Entity status.
(B) With respect to such Background, and Results other than Confidential Information: at the request of such Legal Entitylegal entity, the Parties shall grant non-exclusive licenses to such Legal Entity legal entity under such Background, and Results for use in such Legal Entity's Products, Processes and Services on the same terms and conditions as the corresponding Access Rights granted in accordance with the Grant Agreement and this Consortium A Agreement to the Party of which such Legal Entity legal entity was an Affiliated Entity, provided that no commercial interest of such Parties opposes the grant of such licenses.]
Appears in 1 contract
Sources: Consortium Agreement