Common use of No Circumvention Clause in Contracts

No Circumvention. Each Party agrees that, during the License Term, neither it nor its Subsidiaries shall initiate any corporate reorganization, merger, spinoff or restructuring that has the foreseeable effect that Lithography Patents having an Effective Application Date after the Effective Date, that would be Licensed Patents of such Party absent such reorganization, merger, spinoff or restructuring, would be Owned by a Related Company of such Party that is not a Subsidiary of such Party, unless, at the sole election of the first Party, (a) such Related Company is obligated to grant or extend to the other Party the licenses, immunities, and other commitments that are set forth in this Agreement, or (b) such first Party retains sufficient rights or is granted sufficient sublicensable rights by such Related Company to grant or extend to the other Party the licenses, immunities, and other commitments that are set forth in this Agreement. For purposes of this Section 6.6, “RELATED COMPANY” means, with respect to any Person, any other Person that possesses or is under common possession with such first Person, but only for such time as such possession exists. For this purpose, “possession” of a Person (and the correlative “possesses”) means beneficial ownership, directly or indirectly, of securities representing more than fifty percent (50%) of the power to elect such other Person’s board of directors or other managing authority or, in the case of non-corporate Person, equivalent interests.

No Circumvention. Each Party agrees that, during the License Term, neither it nor its Subsidiaries shall initiate any corporate reorganization, merger, spinoff or restructuring that has the foreseeable effect that Lithography Patents having an Effective Application Date after the Effective Date, that would be Licensed Patents of such Party absent such reorganization, merger, spinoff or restructuring, would be Owned by a Related Company of such Party that is not a Subsidiary of such Party, unless, at the sole election of the first Party, (a) such Related Company is obligated to grant or extend to the other Party the licenses, immunities, and other commitments that are set forth in this Agreement, or (b) such first Party retains sufficient rights or is granted sufficient sublicensable rights by such Related Company to grant or extend to the other Party the licenses, immunities, and other commitments that are set forth in this Agreement. For purposes of this Section 6.6, “"RELATED COMPANY” " means, with respect to any Person, any other Person that possesses or is under common possession with such first Person, but only for such time as such possession exists. For this purpose, “"possession” " of a Person (and the correlative “"possesses”") means beneficial ownership, directly or indirectly, of securities representing more than fifty percent (50%) of the power to elect such other Person’s 's board of directors or other managing authority or, in the case of non-corporate Person, equivalent interests.

No Circumvention. Each Party agrees that, during the License Term, neither it nor its Subsidiaries shall initiate any corporate reorganization, merger, spinoff or restructuring that has the foreseeable effect that Lithography Patents having an Effective Application Date after the Effective Date, that would be Licensed Patents of such Party absent such reorganization, merger, spinoff or restructuring, would be Owned by a Related Company of such Party that is not a Subsidiary of such Party, unless, at the sole election of the first Party, (a) such Related Company is obligated to grant or extend to the other Party the licenses, immunities, and other commitments that are set forth in this Agreement, or (b) such first Party retains sufficient rights or is granted sufficient sublicensable rights by such Related Company to grant or extend to the other Party the licenses, immunities, and other commitments that are set forth in this Agreement. For purposes of this Section 6.6, “6.6 "RELATED COMPANY” " means, with respect to any Person, any other Person (other than Xxxxxx Entities where such first Person is Zeiss SMT) that possesses or is under common possession with such first Person, but only for such time as such possession exists. For this purpose, “"possession” " of a Person (and the correlative “"possesses”") means beneficial ownership, directly or indirectly, of securities representing more than fifty percent (50%) of the power to elect such other Person’s 's board of directors or other managing authority or, in the case of non-corporate Person, equivalent interests.