Common use of Performance by Affiliates Clause in Contracts

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Compounds, (i) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Compounds shall apply equally to the activities of such Affiliate, and (ii) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 6) as if such intellectual property had been developed by the Party.

Appears in 3 contracts

Sources: Research Collaboration and Technology Transfer Agreement (Exelixis Inc), Research Collaboration and Technology Transfer Agreement (Exelixis Inc), Research Collaboration and Technology Transfer Agreement (Exelixis Inc)

Performance by Affiliates. The Parties recognize Each Party recognizes that each the other may perform some or all of its obligations under this Agreement through Affiliates, Affiliates controlled by such other Party; provided, however, that each Party shall remain responsible and be guarantor of the performance by such Affiliates under its Affiliates control and shall cause its such Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of controlled by a Party participates in research under this Agreement or with respect to Collaboration Compounds, Products: (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Compounds Antibodies shall apply equally to the activities of such Affiliate, Affiliates under its control; and (iib) the Party affiliated with such controlled Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such controlled Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 67) as if such intellectual property had been developed by the Party.

Appears in 3 contracts

Sources: Collaboration Agreement (Facet Biotech Corp), Collaboration Agreement (PDL Biopharma, Inc.), Collaboration Agreement (Facet Biotech Corp)

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, ; provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Compounds, : (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Compounds shall apply equally to the activities of such Affiliate, ; and (iib) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 68 and Section 12.3) as if such intellectual property had been developed by the Party.

Appears in 3 contracts

Sources: Collaboration Agreement (Exelixis, Inc.), Collaboration Agreement (Exelixis Inc), Collaboration Agreement (Exelixis Inc)

Performance by Affiliates. The Parties parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, provided, however, that each Party party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party party participates in research under this Agreement or with respect to Collaboration CompoundsProducts, (ia) the restrictions of this Agreement which apply to the activities of a Party party with respect to Selected Targets and Collaboration Compounds Products shall apply equally to the activities of such Affiliate, and (iib) the Party party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 65) as if such intellectual property had been developed by the Partyparty.

Appears in 3 contracts

Sources: License and Collaboration Agreement (Myriad Genetics Inc), License and Collaboration Agreement (Myriad Pharmaceuticals, Inc.), License and Collaboration Agreement (Maxim Pharmaceuticals Inc)

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, ; provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Compounds, : (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Compounds shall apply equally to the activities of such Affiliate, ; and (iib) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 6) 8) as if such intellectual property had been developed by the Party.

Appears in 2 contracts

Sources: Collaboration Agreement (Exelixis Inc), Collaboration Agreement (Exelixis Inc)

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, ; provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Compounds, : (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Compounds shall apply equally to the activities of such Affiliate, ; and (iib) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 67) as if such intellectual property had been developed by the Party.

Appears in 2 contracts

Sources: Collaboration Agreement (Exelixis Inc), Collaboration Agreement (Exelixis Inc)

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, ; provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Licensed Compounds, : (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Licensed Compounds shall apply equally to the activities of such Affiliate, ; and (iib) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 6) as if such intellectual property had been developed by the Party.

Appears in 2 contracts

Sources: License Agreement (Exelixis Inc), License Agreement (Exelixis Inc)

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, ; provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Licensed Compounds, : (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Licensed Compounds shall apply equally to the activities of such Affiliate, ; and (iib) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 67) as if such intellectual property had been developed by the Party.

Appears in 2 contracts

Sources: Collaboration Agreement (Exelixis Inc), Collaboration Agreement (Exelixis Inc)

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Compounds, (i) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Compounds shall apply equally to the activities of such Affiliate, and (ii) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 65) as if such intellectual property had been developed by the Party.

Appears in 1 contract

Sources: Cancer Collaboration Agreement (Exelixis Inc)

Performance by Affiliates. The Parties parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, provided, however, that each Party party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party party participates in research and development activities under this Agreement or with respect to Collaboration Compoundsthe Product, (ia) the restrictions of this Agreement which apply to the activities of a Party party with respect to Selected Targets and Collaboration Compounds the Product shall apply equally to the activities of such Affiliate, and (iib) the Party party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property and data developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 6) as if such intellectual property had been developed by the Party.be

Appears in 1 contract

Sources: Research and Development Agreement (Vical Inc)

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, ; provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Licensed Compounds, : (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Licensed Compounds shall apply equally to the activities of such Affiliate, ; and (iib) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 62 and Section 11.5) as if such intellectual property had been developed by the Party.

Appears in 1 contract

Sources: License Agreement (Exelixis Inc)

Performance by Affiliates. The Parties recognize that each Party may perform some or all of its obligations under this Agreement through Affiliates, ; provided, however, that each Party shall will remain responsible and be guarantor of the guarantee performance by its Affiliates and shall will cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research under this Agreement or with respect to Collaboration Compounds, : (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Compounds shall will apply equally to the activities of such Affiliate, ; and (iib) the Party affiliated with such Affiliate shall will assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall will be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 6) as if such intellectual property had been developed by the Party.

Appears in 1 contract

Sources: License Agreement (Kythera Biopharmaceuticals Inc)

Performance by Affiliates. The Parties recognize that each Party may perform some or all of its obligations under this Agreement through Affiliates, provided, however, that each . Each Party shall remain responsible and be guarantor of the performance by its Affiliates of any of the obligations under this Agreement and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research Development under this Agreement or with respect to Collaboration Compounds, Agreement: (ia) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Development Compounds shall apply equally to the activities of such Affiliate, and ; (iib) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 6) Articles 8) as if such intellectual property had been developed by the Party.property

Appears in 1 contract

Sources: Collaboration and License Agreement (ARCA Biopharma, Inc.)

Performance by Affiliates. The Parties recognize that each may perform some or all of its obligations under this Agreement through Affiliates, provided, however, that each Party shall remain responsible and be guarantor of the performance by its Affiliates and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. In particular, if any Affiliate of a Party participates in research the Research Program, the Licensing Program, or otherwise in connection with a Party’s obligations under this Agreement or with respect to Collaboration CompoundsAgreement, (i) the restrictions of this Agreement which apply to the activities of a Party with respect to Selected Targets and Collaboration Compounds under this Agreement shall apply equally to the activities of such Affiliate, and (ii) the Party affiliated with such Affiliate shall assure, and hereby guarantees, that any intellectual property developed by such Affiliate shall be governed by the provisions of this Agreement (and subject to the licenses set forth in Article 62) as if such intellectual property had been developed by the Party.

Appears in 1 contract

Sources: Research and Commercial License Option Agreement (Sangamo Biosciences Inc)