Common use of Global Services Clause in Contracts

Global Services. The Client Party presently operates in multiple countries worldwide either directly or through various Affiliates. Similarly, UST Global provides its services to clients worldwide, either directly, through its Affiliates, or through a combination of both. Unless otherwise provided by local law, this Agreement is intended by the parties to it to be the overall framework document whose terms will be incorporated into each SOW for the delivery of services by UST Global and its domestic and international Affiliates to the Client Party and its domestic and international Affiliates. To that end and to the extent permitted by local law, the parties agree that each SOW for the provision of Services executed by the parties and/or their Affiliates that refer to this Agreement will be deemed to be separate legally-binding agreement between UST and Client and shall incorporate all the terms and conditions of this Agreement except to the extent that such terms and conditions are specifically excluded or modified in the SOW. For purposes of this Agreement, “Affiliate” means any corporation, firm, limited liability company, partnership or other entity that directly or indirectly controls or is controlled by or is under common control with a party hereto. As used herein, “control” means ownership, directly or indirectly, of fifty percent (50%) or more of the shares of stock entitled to vote for the election of directors, in the case of a corporation, or fifty percent (50%) or more of the equity interests in the case of any other type of legal entity, or status as a general partner in any partnership, or any other arrangement whereby a party controls or has the right to control the Board of Directors or equivalent governing body of a corporation or other entity or has the ability to direct or influence the operations of an entity, directly or indirectly, by virtue of ownership of a majority of its outstanding voting shares, by contract or otherwise.

Global Services. The Client Party presently operates in multiple countries worldwide either directly or through various Affiliates. Similarly, UST Global provides its services to clients worldwide, either directly, through its Affiliates, or through a combination of both. Unless otherwise provided by local law, this Agreement is intended by the parties to it to be the overall framework document whose terms will be incorporated into each SOW for the delivery of services by UST Global and its domestic and international Affiliates to the Client Party and its domestic and international Affiliates. To that end and to the extent permitted by local law, the parties agree that each SOW for the provision of Services executed by the parties and/or their Affiliates that refer to this Agreement will be deemed to be separate legally-binding agreement between UST and Client and shall incorporate all the terms and conditions of this Agreement except to the extent that such terms and conditions are specifically excluded or modified in the SOW. For purposes of this Agreement, “Affiliate” means any corporation, firm, limited liability company, partnership or other entity that directly or indirectly controls or is controlled by or is under common control with a party hereto. As used herein, “control” means ownership, directly or indirectly, of fifty percent (50%) or more of the shares of stock entitled to vote for the election of directors, in the case of a corporation, or fifty percent (50%) or more of the equity interests in the case of any other type of legal entity, or status as a general partner in any partnership, or any other arrangement whereby a party controls or has the right to control the Board of Directors or equivalent governing body of a corporation or other entity or has the ability to direct or influence the operations of an entity, directly or indirectly, by virtue of ownership of a majority of its outstanding voting shares, by contract or otherwise.