Common use of Third Party Collaborations Clause in Contracts

Third Party Collaborations. 8.4.1 The Minister hereby grants the Proponents the right to enter into third-party collaboration agreements (CA) for Work described in Schedule 2 provided that: a) the total number of CAs does not exceed 10; b) no CA shall exceed $2,000,000 in typical TPC Eligible Cost as indicated in Schedule 3 - Claims and TPC Project Cost Principles; c) the aggregate value in Eligible Costs for all CAs remains lower than $10 million; d) the Proponent complies with Subsection 6.8 of Schedule 1 - TPC General Conditions; e) the other terms and conditions of this subsection are met. 8.4.2 The Minister hereby agrees to subordinate his rights relating to the Intellectual Property developed in the context of the third-party collaboration agreement with respect to Subsection 8.4.1, and the specific technology developed under that agreement. 8.4.3 The Proponents shall obtain the Minister's written prior consent when entering into third-party collaboration agreements not contemplated by Subsection 8.4.1 above. 8.4.4 Any default under para. 8.4.3 constitutes an event of default under this Agreement. 8.4.5 The Parties agree to exclude from this section 8.4 the intellectual property resulting from work aimed at modifying an arm's length third Parties' intellectual property when the work is essential for the Project and solely to achieve the interoperability with or the incorporation into the Proponent's resulting products; such occurrences shall be reported to the Minister on an annual basis.

Appears in 2 contracts

Sources: Technology Partnership Agreement (Mitel Networks Corp), Technology Partnership Agreement (Mitel Networks Corp)