Common use of Cessation of Affiliates Clause in Contracts

Cessation of Affiliates. (a) Rights granted to Affiliates Upon any Legal Entity ceasing to be an Affiliate of a Party, any Access Rights granted to such Legal Entity shall lapse. In case such former Affiliate had been granted Access Rights to any Results and/or Background pursuant to the GA and this PCA; and the Results and/or Background were incorporated into the products, processes or services of such former Affiliate prior to cessation of their affiliation, the following shall apply: With respect to such Results and/or Background and at the request of such former Affiliate, the licensing Party shall grant a non-exclusive license to such former Affiliate under such Results and/or Background for use in such former Affiliate's products, processes and services on Fair and Reasonable Conditions, provided that no Legitimate Interest of the licensing Party opposes the grant of such licencss and the former Affiliate abides to confidentiality obligations in terms not less stringent than those of Section 10 below. If a Legal Entity which used to be an Affiliate fails in any material respect to comply with the undertaking given by it as specified within this PCA, and fails to rectify the non-compliance after being given a reasonable opportunity to do so, all Access Rights granted to it based upon that undertaking shall immediately terminate.

Cessation of Affiliates. (a) Rights granted to Affiliates Upon any Legal Entity ceasing to be an Affiliate of a Party, any Access Rights granted to such Legal Entity shall lapse. In case such former Affiliate had been granted Access Rights to any Results and/or Background pursuant to the GA and this PCACA; and the Results and/or Background were incorporated into the products, processes or services of such former Affiliate prior to cessation of their affiliation, the following shall apply: With respect to such Results and/or Background and at the request of such former Affiliate, the licensing Party shall grant a non-exclusive license licence to such former Affiliate under such Results and/or Background for use in such former Affiliate's products, processes and services on Fair and Reasonable Conditions, provided that no Legitimate Interest of the licensing licencing Party opposes the grant of such licencss licences and the former Affiliate abides to confidentiality obligations in terms not less stringent than those of Section 10 below. If a Legal Entity which used to be an Affiliate fails in any material respect to comply with the undertaking given by it as specified within this PCACA, and fails to rectify the non-compliance after being given a reasonable opportunity to do so, all Access Rights granted to it based upon that undertaking shall immediately terminate.