Rights granted to Affiliated Entities Clause Samples

The 'Rights granted to Affiliated Entities' clause defines the extension of certain contractual rights or licenses from the primary contracting party to its affiliates, such as subsidiaries or parent companies. In practice, this means that entities related by ownership or control to the main party may also benefit from the rights to use intellectual property, access services, or participate in agreements originally intended for the main signatory. This clause ensures that the benefits of the contract are not limited to just the named party, thereby streamlining operations and reducing the need for separate agreements with each affiliated entity.
Rights granted to Affiliated Entities. Upon any Legal Entity ceasing to be an Affiliated Entity of a Party, any Access Rights granted to such Legal 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 GA and this PCA; and (ii) any Party's Confidential Information that has been used by such Legal Entity in accordance with the provisions of the GA and this PCA, and that, at the time of cessation of such Legal Entity's Affiliated Entities’ status, the Background or Foreground to which Access Rights were granted have 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 GA and this PCA to the Party of which such Legal Entity was an Affiliated Entity, provided that no Legitimate Interest of such Parties opposes the grant of such licenses.
Rights granted to Affiliated Entities. Upon any Legal Entity ceasing to be an Affiliated Entity of a Party, any Access Rights granted to such Legal Entity shall lapse, provided however 1) that the provisions of paragraphs 9.5.2.1.A. and 9.5.2.1.B. below will apply with respect to: (a) any Results, or Background to which such Legal Entity has been granted Access Rights pursuant to the GA and this PCA; and (b) any Party's Confidential Information that has been used by such Legal Entity in accordance with the provisions of the GA and this PCA, and 2) that, at the time of cessation of such Legal Entity's Affiliated Entity’s status, the Background or Results to which Access Rights were granted have been: (a) incorporated into the products, processes or services of such entity (hereinafter referred to as "Products, (b) amalgamated with such Legal Entity's own information.

Related to Rights granted to Affiliated Entities

  • Affiliated Entities As used in this Agreement, "Company" shall include the Company and each corporation, limited liability company, partnership, or other entity that is controlled by the Company, or is under common control with the Company (in each case "control" meaning the direct or indirect ownership of 50% or more of all outstanding equity interests), provided, however, that the Executive's title need not be identical for each of the affiliated entities nor the same as that for the Company.

  • Delegation to Affiliates The Borrower and the Lenders agree that the Agent may delegate any of its duties under this Agreement to any of its Affiliates. Any such Affiliate (and such Affiliate's directors, officers, agents and employees) which performs duties in connection with this Agreement shall be entitled to the same benefits of the indemnification, waiver and other protective provisions to which the Agent is entitled under Articles IX and X.

  • Performance by Affiliates Each Party may discharge any obligations and exercise any right hereunder through any of its Affiliates. Each Party hereby guarantees the performance by its Affiliates of such Party’s obligations under this Agreement, and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. Any breach by a Party’s Affiliate of any of such Party’s obligations under this Agreement shall be deemed a breach by such Party, and the other Party may proceed directly against such Party without any obligation to first proceed against such Party’s Affiliate.

  • By Company for Cause Company may terminate this Agreement and Executive’s employment at any time for Cause. Notwithstanding the foregoing provisions of this Section 5, in the event Executive’s employment is terminated because of Cause, Company shall have no obligations pursuant to this Agreement after the Date of Termination other than for Base Compensation accrued but unpaid through the Date of Termination (defined by Section 5(f) below) and reimbursement of business expenses properly incurred but unreimbursed (to the extent reimbursable) prior to Date of Termination. For purposes herein, “Cause” means (A) Executive’s gross negligence, gross neglect or willful misconduct in the performance of the duties required hereunder that results in a material adverse effect on Company, (B) Executive’s conviction for, deferred adjudication of, or plea of no contest or nolo contendere to a felony, or (C) Executive’s material breach of any material provision of this Agreement. Notwithstanding the foregoing, prior to any termination for Cause under clauses (A) or (C) of the preceding sentence, (X) Company must provide Executive with reasonable notice of not less than ten (10) business days detailing the failure or conduct on which the termination is to be based, (Y) Company must provide Executive a reasonable opportunity to cure such failure or conduct, and (Z) after such notice and an opportunity to cure, the Board must reasonably determine that Executive has not cured such failure or conduct. Executive shall not be deemed to have been terminated for Cause unless and until Executive has been provided an opportunity to be heard in person by the Board (with the assistance of Executive’s counsel if Executive so desires) on at least five business days’ advance notice, and the Board must unanimously approve the termination of Executive for Cause.

  • Affiliated Company Affiliated Company" of any Person means any entity that controls, is controlled by, or is under common control with such Person. As used herein, "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such entity, whether through ownership of voting securities or other interests, by contract or otherwise.