Common use of Facilities Matters Clause in Contracts

Facilities Matters. (a) Parent hereby grants, or shall cause the applicable Parent Entities to grant, to the applicable SpinCo Entities, a limited license to use and access space at the facilities listed in Schedule B, and to continue to use the common areas available for use by tenants or occupants at the facilities, as further described below, and certain equipment located at such facilities (including use of office security systems, badge services, fixtures and furniture) (collectively, the “Parent Facilities”), in each case for substantially the same purposes and in the same spaces as used in the SpinCo Business immediately prior to the date hereof. SpinCo hereby grants, or shall cause the applicable SpinCo Entities to grant, to the applicable Parent Entities a limited license to use and access space at certain facilities listed in Schedule D and to continue to use the common areas available for use by tenants or occupants at the facilities, as further described below, and certain equipment located at such facilities (including use of office security systems, badge services, fixtures and furniture) (collectively, the “SpinCo Facilities”), in each case for substantially the same purposes and in the same spaces as used in the Parent Business immediately prior to the date hereof. For the avoidance of doubt, at each of the Parent Facilities and the SpinCo Facilities, Parent Entities and SpinCo Entities, as the case may be, shall, in addition to providing access and the right to use such facilities, provide to the Representatives, contractors, invitees or licensees of Parent Entities and SpinCo Entities, as the case may be, substantially all ancillary services to the same extent as such services are provided by Provider immediately prior to the date hereof to its own Representatives, contractors, invitees or licensees at such facility, such as, by way of example and not limitation, badge services, reception, general maintenance, janitorial, security and telephone services, access to duplication, facsimile, printing and other similar office services environmental management services of the Facilities only (and not business operations) (subject to local Law), and use of certain common areas, including cafeteria, breakroom, restroom and other similar facilities. Unless otherwise provided in the Schedules, such ancillary services (i) shall not include research and development services or medical services and (ii) shall only include (A) in the case of security and environmental management, those services provided in connection with shared areas of a Parent Facility or a SpinCo Facility, as the case may be, it being understood that Parent or SpinCo, as applicable, shall not provide security services or environmental management to areas of its facility used only by the other Party (or security passes that permit entrance to areas of its facility used only by the other Party) and (B) in the case of maintenance services, those services historically provided that are general in nature and within the scope of customary maintenance of ordinary wear and tear and which are the responsibility of Parent or SpinCo under the terms of the applicable lease if the Parent Facility or SpinCo Facility is leased. Recipients shall only permit their authorized Representatives, contractors, invitees or licensees to use the licensed space within the SpinCo Facilities and Parent Facilities (collectively, the “Facilities”), as applicable, except as otherwise permitted by the applicable Provider in writing. Each Recipient shall, and shall cause its respective Affiliates, Representatives, contractors, invitees or licensees to, vacate the applicable Provider’s Facilities at or prior to the earliest to occur of: (i) the expiration date relating to each Facility set forth in Schedule B or Schedule D; (ii) the expiration date of the lease relating to each Facility set forth in Schedule B or Schedule D; and (iii) the termination of the applicable Service pursuant to ARTICLE IX hereof, and shall deliver over to the other Party or its Affiliates, as applicable, the licensed space within the Facilities in the same repair and condition at that date as on the date hereof, ordinary wear and tear excepted and to restore the areas of the Provider’s Facilities affected thereby (but only to the extent such alterations or installations were made by the Recipient after the Distribution Date).

Facilities Matters. (a) Parent GE hereby grants, grants or shall cause the applicable Parent Entities one or more of its Affiliates to grant, to effective as of the applicable SpinCo EntitiesEffective Date, the Xxxxx Xxxxxx Entities a limited license to use and access space at the certain facilities listed in on Schedule B, B and to continue to use the common areas available for use by tenants or occupants at the facilities, as further described below, and certain equipment located at such facilities (including use of office security systemssecurity, badge services, fixtures fixtures, furniture and furnitureother goods and effects therein) (collectively, the “Parent GE Facilities”), in each case for substantially the same purposes and in the same spaces as used in the SpinCo Business at any time during the 90-day period immediately prior to the date hereofEffective Date. SpinCo Xxxxx Xxxxxx hereby grants, or shall cause the applicable SpinCo Entities one or more of its Affiliates to grant, effective as of the Effective Date, to the applicable Parent GE Entities a limited license to use and access space at certain facilities listed in on Schedule D and to continue to use the common areas available for use by tenants or occupants at the facilities, as further described below, and certain equipment located at such facilities (including use of office security systems, and badge services, fixtures and furniture) (collectively, the “SpinCo Xxxxx Xxxxxx Facilities”), in each case for substantially the same purposes and in the same spaces as used in by the Parent GE Entities other than the Business at any time during the 90-day period immediately prior to the date hereofEffective Date. For the avoidance of doubt, at each of the Parent GE Facilities and the SpinCo Xxxxx Xxxxxx Facilities, Parent the GE Entities and SpinCo the Xxxxx Xxxxxx Entities, as the case may be, shall, in addition to providing access and the right to use such facilities, provide or cause to be provided to the Representatives, contractors, invitees or licensees of Parent the GE Entities and SpinCo the Xxxxx Xxxxxx Entities, as the case may be, substantially all ancillary services to that were provided during the same extent as such services are provided by Provider 90-day period immediately prior to the date hereof Effective Date to its own Representatives, contractors, invitees or licensees at such facility, such as, by way of example and not limitation, badge services, reception, general maintenancerepair and maintenance (subject to the immediately following sentence), janitorial, security (subject to the immediately following sentence), mail delivery and telephone telephony services, access to duplication, facsimile, printing and other similar office services environmental management services of the Facilities only (and not business operations) (subject to local Law)services, and use of certain common areas, including cafeteria, breakroom, restroom and other similar facilities, as well as such additional services as it may provide from time to time if the same are requested and agreed in writing. Unless otherwise provided in expressly agreed by the SchedulesParties, such ancillary services (i) shall not include research and development services or medical services and (ii) shall only include (A) in the case of security and environmental managementsecurity, those services provided in connection with shared areas of a Parent GE Facility or a SpinCo Xxxxx Xxxxxx Facility, as the case may be, it being understood that Parent or SpinCo, as applicable, Provider shall not provide security services or environmental management to areas of its Provider’s facility that are used only solely by the other Party Recipient (to the extent that it is reasonably practicable for Recipient to provide such services with respect to any such Recipient-specific area) or security passes that permit entrance to Provider specific areas of its Recipient’s facility used only by the other Party) and (B) in the case of maintenance services, those services historically provided that are general in nature and within the scope of customary maintenance of ordinary wear and tear and which are the responsibility of Parent or SpinCo under the terms of the applicable lease if the Parent Facility or SpinCo Facility is leased. Recipients shall only permit their authorized Representatives, contractors, invitees or licensees to use the licensed space within the SpinCo Facilities and Parent Facilities (collectively, the “Facilities”), as applicable, except as otherwise permitted by the applicable Provider in writing. Each Recipient shall, and shall cause its respective Affiliates, Representatives, contractors, invitees or licensees to, vacate the applicable Provider’s Facilities at or prior to the earliest to occur of: (i) the expiration date relating to each Facility set forth in Schedule B or Schedule D; (ii) the expiration date of the lease relating to each Facility set forth in Schedule B or Schedule D; and (iii) the termination of the applicable Service pursuant to ARTICLE IX hereof, and shall deliver over to the other Party or its Affiliates, as applicable, the licensed space within the Facilities in the same repair and condition at that date as on the date hereof, ordinary wear and tear excepted and to restore the areas of the Provider’s Facilities affected thereby (but only to the extent such alterations or installations were made by the Recipient after the Distribution Date)tear.