Rights of Subsidiaries Sample Clauses
The 'Rights of Subsidiaries' clause defines the extent to which a company's subsidiaries are granted rights or protections under the main agreement. Typically, this clause clarifies whether subsidiaries are entitled to benefit from, enforce, or be bound by the terms of the contract, and may specify which subsidiaries are included. Its core practical function is to ensure clarity regarding the legal standing of subsidiaries in relation to the agreement, thereby preventing disputes over who can claim rights or obligations under the contract.
Rights of Subsidiaries. (a) All rights, licenses and sublicenses granted to OpCo in Section 3.1, Section 3.2 and Section 3.5, and all rights and licenses granted to or reserved by Parent, as applicable, in Section 3.3 and Section 3.6(b), are granted to or reserved by such Party as Licensee and to or on behalf of any entity that is a Subsidiary of such Party, but only for so long as such entity is a Subsidiary of such Party, and they will automatically terminate with respect to such entity when it ceases to be a Subsidiary of such Party, except in the case of a Spin-Out of such entity as provided in Section 4.1(b).
(b) In the event of a transaction or series of related transactions in which (i) an entity that is a Subsidiary of a Party actively engaged in a line of business ceases to be a Subsidiary of such Party or (ii) Parent sells or divests a business unit or assets to which the licenses in Article III (or part thereof) relate (such transaction in clause (i) or clause (ii), a “Spin-Out”), such spun-out entity may retain (by way of a sublicense), and the acquiror of such business unit or assets of Parent will receive (in whole or in part), any licenses granted or sublicensed to, or reserved by or on behalf of, such entity or business unit hereunder, but only with respect to the line of business that such entity or business unit is engaged in at the effective time of such Spin-Out (and not to any products of an acquirer of such entity or business unit); provided that such entity in the case of clause (i) or its successor provides the Licensor hereunder with written notice of the Spin-Out and agrees in writing to be bound by the terms of this Agreement, including any license limitations. If such entity resulting from, or in connection with, the Spin-Out is acquired by, or merges with, a third party, such sublicense will not extend to any products, business or operations of such third party.
Rights of Subsidiaries. (a) All Patent rights and licenses granted in Section 2.1, Section 2.2, Section 2.6, Section 2.7 and Section 2.8 by NETGEAR and ▇▇▇▇, respectively, are granted to the other Party as Licensee and to any entity that is a Subsidiary of such Licensee, but only for so long as such entity is a Subsidiary of the Licensee, and will terminate with respect to such entity when it ceases to be a Subsidiary of the Licensee, except in the case of a Spin-Out of such entity as provided in Section 2.9(b).
(b) In the event of a transaction or series of related transactions whereby an entity that is a Subsidiary of a Party actively engaged in a line of business ceases to be a Subsidiary of such Party (such transaction, a “Spin-Out”), such entity may retain, by way of a sublicense, any licenses granted or sublicensed to it hereunder, but only with respect to the line of business that it is engaged in at the effective time of such Spin-Out; provided, that such entity or its successor provides the Licensor hereunder with written notice of the Spin-Out and agrees in writing to be bound by the terms of this Agreement, including any license limitations. In the event that such entity resulting from, or in connection with, the Spin-Out is acquired by a third party, such sublicense will not extend to any products, business or operations of such third party.
Rights of Subsidiaries. IBM and its subsidiaries may exercise any of the rights under this Agreement.
Rights of Subsidiaries. The right of a member of the Tality Group other than the Partnership or a member of the Cadence Group other than Cadence to exercise the rights licensed under Section 3.1 and Section 3.2, respectively, is subject to such member agreeing in writing to be bound by the terms and conditions hereof. A license to a particular member of the Tality Group or the Cadence Group granted pursuant to Section 3.1 or Section 3.2 shall terminate upon the date that such member ceases to be a Subsidiary of the Partnership or Cadence, as the case may be.
Rights of Subsidiaries. (a) All rights and licenses granted in Section 2.1, Section 2.2, Section 2.3 and Section 2.4 are granted to SpinCo and Parent as a Licensee, respectively, and to any entity that is a Subsidiary of the Licensee, but only for so long as such entity is a Subsidiary of the Licensee, and, except as set forth in Section 2.5(b), will terminate with respect to such entity when it ceases to be a Subsidiary of the Licensee.
(b) Notwithstanding the foregoing, if such entity ceases to be a Subsidiary of a Licensee, including by way of a divestiture, spin-off, split-off or similar transaction, the licenses granted in Section 2.1, Section 2.2, Section 2.3 and Section 2.4, as applicable, shall continue to apply to such Subsidiary but only with respect to the line of business that it is engaged in at the effective time of such cessation as a Subsidiary of a Licensee; provided that such entity or its successor provides the applicable Licensors hereunder with written notice of its change in status as a Subsidiary of a Licensee and agrees in writing to be bound by the terms of this Agreement, including any license limitations. In the event that such Subsidiary is acquired by a third party, the licenses granted herein will not extend to any products, business or operations of such third party that exist prior to the date of the consummation of such transaction.
Rights of Subsidiaries. All rights and licenses granted in Section 3.1 are granted to Parent and to any entity that is a Subsidiary of Parent, but only for so long as such entity is a Subsidiary of Parent, and will terminate with respect to such entity when it ceases to be a Subsidiary of Parent.
Rights of Subsidiaries. IBM and its subsidiaries may exercise any of the rights under the Agreement; however, both parties agree that Symbios' obligation to sell Products to any IBM subsidiary is subject to Symbios' prior approval, which will not be unreasonably withheld, of the individual IBM subsidiary. Notwithstanding the foregoing, distribution of Products directly between IBM and its subsidiaries without Symbios' prior approval, whether by sale or otherwise, is exempted from the provisions of this paragraph.
Rights of Subsidiaries. All rights and licenses granted in Section 4.1 are granted to SpinCo and to any entity that is a Subsidiary of SpinCo, but only for so long as such entity is a Subsidiary of SpinCo, and will terminate with respect to such entity when it ceases to be a Subsidiary of SpinCo.
Rights of Subsidiaries. (a) All rights and licenses granted in Article II are granted to SpinCo and Parent as a Licensee, respectively, and to any entity that is a Subsidiary of the Licensee, but only for so long as such entity is a Subsidiary of the Licensee, and, except as set forth in Section 3.1(b), will terminate with respect to such entity when it ceases to be a Subsidiary of the Licensee.
(b) Notwithstanding the foregoing, if such entity ceases to be a Subsidiary of Licensee, including by way of a divestiture, spin-off, split-off or similar transaction, the licenses granted in Section 2.1, Section 2.2, and Section 2.3, as applicable, shall continue to apply to such Subsidiary, but only with respect to the line of business that it is engaged in at the effective time of such cessation as a Subsidiary of Licensee; provided that such entity or its successor provides the applicable Licensors hereunder with written notice of its change in status as a Subsidiary of Licensee and agrees in writing to be bound by the terms and conditions of this Agreement, including any license limitations. In the event that such Subsidiary is acquired by a Third Party, the licenses granted herein will not extend to any products, business or operations of such Third Party that exist prior to the date of the consummation of such transaction.
Rights of Subsidiaries. (i) Subject to Section 5.21(c), any rights or licenses granted under this Section 5.21 extend to each entity that is a Subsidiary of the Licensee Party but only for so long as such entity is a Subsidiary of such Licensee Party and, accordingly, except as provided in Section 5.21(g)(ii) the license to such entity shall terminate upon such entity ceasing to be a Subsidiary of such Licensee Party.
(ii) Notwithstanding the limitations on sublicensing set forth in Section 5.21(c), if the Licensee Party divests a Subsidiary or business unit (including in a sale to a third party or in a public offering) such that such entity is no longer a Subsidiary of such Licensee Party (a “Divested Entity”), upon providing written notice of such divestiture to the Licensor Party, the Licensee Party may grant the Divested Entity a sub-license under the licenses granted to such Licensee Party pursuant to Section 5.21(c), but only in connection with the products and services offered by such Divested Entity at the time it ceased to become a Subsidiary or business unit of the Licensee Party, and natural evolutions of such products or services that are of the same general type. Such sublicense grant to the Divested Entity in accordance with the foregoing shall not affect or limit the licenses granted to the Licensee Party or the obligations and duties of the Licensee Party hereunder.