Common use of Third Party Contractors and Contracts Clause in Contracts

Third Party Contractors and Contracts. Licensee shall have the right to construct and operate the Preliminary Unit and the Unit for Phase I and II by contracting with third parties within the Territory, to assist in the planning, construction, and operation of the Preliminary Unit and the Unit under Phase I and Phase II Units (any such agreements, “Contractor Agreements”). However, for any such Contractor Agreements, Licensee shall: (i) first obtain PA’s written consent to enter into the Contractor Agreement; (ii) receive appropriate, in PA’s reasonable discretion, supervision of, control of, and quality assurances by such third parties; (iii) obtain such third parties’ agreements to be bound in writing in a manner sufficient, in PA’s reasonable discretion, to protect any and all rights of PA, including without limitation PA’s rights in and to the Licensed Technology, the PA System, any Improvements and all other intellectual or proprietary property of PA, or which may otherwise arise hereunder; (iv) not otherwise exceed the scope of the license set forth in Section 4.3 and (v) include, in PA’s sole and absolute discretion and direction, a clause naming PA as a third-party beneficiary, or providing some other form of contractual protection which would allow PA to directly enforce any breach of any such agreement. Licensee shall be liable for any and all breaches or violations of this Agreement and any Contractor Agreements by any such third parties.