Affiliate SOWs or Proposals. For the purposes of this Agreement, “Affiliate(s)” means any entity controlled by, controlling, or under common control with a party to this Agreement. Control shall exist through ownership, directly or indirectly, of a majority of the outstanding equity capital and of the outstanding shares or other securities entitled to vote generally in elections of directors or similar officials. If an entity ceases to meet these criteria, it shall cease to be an Affiliate under this Agreement. The parties agree that an Affiliate of either party may negotiate and sign a SOW or Proposal which references this Agreement and is governed by this Agreement. Customer’s Affiliates shall be considered the Customer for the purposes of such SOW or Proposal. In the event that a Customer Affiliate breaches the provisions of such a SOW or Proposal or breaches the provisions of this Agreement, the Customer shall be liable to OT as if such breach were committed directly by the Customer.
Appears in 5 contracts
Samples: Professional Services Agreement, Open Text Professional Services Agreement, Professional Services Agreement
Affiliate SOWs or Proposals. For the purposes of this Agreement, “Affiliate(s)” means any entity controlled by, controlling, or under common control with a party to this Agreement. Control shall exist through ownership, directly or indirectly, of a majority of the outstanding equity capital and of the outstanding shares or other securities entitled to vote generally in elections of directors or similar officials. If an entity ceases to meet these criteria, it shall cease to be an Affiliate under this Agreement. The parties agree that an Affiliate of either party may negotiate and sign a SOW or Proposal which references this Agreement and is governed by this Agreement. Customer’s Affiliates shall be considered the Customer for the purposes of such SOW or Proposal. In the event that a Customer Affiliate breaches the provisions of such a SOW or Proposal or breaches the provisions of this Agreement, the Customer shall be liable to OT as if such breach were committed directly by the Customer.. 1.9
Appears in 1 contract
Samples: Professional Services Agreement
