Access Rights for Affiliates. Each Party hereby grants Access rights to all Affiliates of any other Party as if such Affiliates were Parties provided all such Affiliates grant Access rights to all Parties (and their Affiliates) and (without prejudice to the Parties' obligations to carry out the Project and to provide Project Deliverable s) fulfill all confidentiality and other obligations accepted by the Parties under the Contract or this Consortium Agreement as if such Affiliates were Parties. Upon cessation of the control of an Affiliate, any Access rights granted to such Affiliate in respect of Knowledge or Pre-existing Know-how shall lapse, provided however that information that is Knowledge which has been incorporated into the products, processes, software or services of such Affiliate or which has been amalgamated with such Affiliate's own information may continue to be used (in the manner it was then being used) by such Affiliat e, if it is not practical to do otherwise. In such an event, at the request of such Affiliat e, each requested Party shall grant to such Affiliate non-exclusive licences under that Partys’ intellectual property rights which are Knowledge against terms and conditions to be agreed, provided that no Legitimate Interests of such Party oppose the grant of such licences. Upon such cessation of control, Access rights granted by such Affiliate shall continue in full force and effect.
Appears in 1 contract
Samples: Consortium Agreement
Access Rights for Affiliates. Each Party hereby grants Access rights to all Affiliates of any the other Party Parties listed in Exhibit B, as if such Affiliates were Parties parties hereto, provided all such Affiliates grant Access rights to all Parties (and their Affiliates) and (without prejudice to the Parties' obligations to carry out the Project and to provide Project Deliverable s) fulfill fulfil all confidentiality and other obligations accepted by of the Parties under the Contract or contract and under this Consortium Agreement as if such Affiliates were PartiesAgreement. Upon the date of cessation of the control an Affiliate to meet all criteria defined in Article 1 of an Affiliate, any this Consortium Agreement: - All Access rights granted to such Affiliate in respect of the Knowledge or Pre-the Pre- existing Knowknow-how shall lapse, provided however that information that is that, except as otherwise agreed by the relevant Parties, any Knowledge which has been incorporated into the products, processes, software products or services of such said Affiliate or which has been amalgamated with such said Affiliate's own information may continue to be used (exclusively in the manner it was then being usedused upon such date) by such Affiliat e, if it is not practical to do otherwise. In such an event, at the request of such Affiliat e, each requested Party shall grant to such said Affiliate non-under a non exclusive licences under that Partys’ intellectual property rights which are Knowledge against terms and conditions license agreement to be agreednegotiated with the relevant Party, upon such ex Affiliate's written request, provided however that no Legitimate Interests legitimate interests of such Party oppose the grant of such licenceslicenses. Upon such cessation of control, - All Access rights granted by such Affiliate hereunder shall continue in full force and effect.
Appears in 1 contract
Samples: Model Consortium Agreement
Access Rights for Affiliates. Each Party hereby grants Access rights to all Affiliates of any other Party as if such Affiliates were Parties provided all such Affiliates grant Access rights to all Parties (and their Affiliates) and (without prejudice to the Parties' obligations to carry out the Project and to provide Project Deliverable s) fulfill all confidentiality and other obligations accepted by the Parties under the Contract or this Consortium Agreement as if such Affiliates were Parties. Upon cessation of the control of an Affiliate, any Access rights granted to such Affiliate in respect of Knowledge or Pre-existing Know-how shall lapse, provided however that information that is Knowledge which has been incorporated into the products, processes, software or services of such Affiliate or which has been amalgamated with such Affiliate's own information may continue to be used (in the manner it was then being used) by such Affiliat eAffiliate, if it is not practical to do otherwise. In such an event, at the request of such Affiliat eAffiliate, each requested Party shall grant to such Affiliate non-exclusive licences under that Partys’ intellectual property rights which are Knowledge against terms and conditions to be agreed, provided that no Legitimate Interests of such Party oppose the grant of such licences. Upon such cessation of control, Access rights granted by such Affiliate shall continue in full force and effect.
Appears in 1 contract
Samples: Consortium Agreement
Access Rights for Affiliates. Each Party hereby grants Access rights to all Affiliates of any the other Party Parties listed in Exhibit B, as if such Affiliates were Parties parties hereto, provided all such Affiliates grant Access rights to all Parties (and their Affiliates) and (without prejudice to the Parties' obligations to carry out the Project and to provide Project Deliverable s) fulfill fulfil all confidentiality and other obligations accepted by of the Parties under the Contract or contract and under this Consortium Agreement as if such Affiliates were PartiesAgreement. Upon the date of cessation of the control an Affiliate to meet all criteria defined in Article 1 of an Affiliate, any this Consortium Agreement: • All Access rights granted to such Affiliate in respect of the Knowledge or Pre-the Pre- existing Knowknow-how shall lapse, provided however that information that is that, except as otherwise agreed by the relevant Parties, any Knowledge which has been incorporated into the products, processes, software products or services of such said Affiliate or which has been amalgamated with such said Affiliate's own information may continue to be used (exclusively in the manner it was then being usedused upon such date) by such Affiliat e, if it is not practical to do otherwise. In such an event, at the request of such Affiliat e, each requested Party shall grant to such said Affiliate non-under a non exclusive licences under that Partys’ intellectual property rights which are Knowledge against terms and conditions license agreement to be agreednegotiated with the relevant Party, upon such ex Affiliate's written request, provided however that no Legitimate Interests legitimate interests of such Party oppose the grant of such licenceslicenses. Upon such cessation of control, • All Access rights granted by such Affiliate hereunder shall continue in full force and effect.
Appears in 1 contract
Samples: Consortium Agreement