Relationship with Affiliates Sample Clauses

Relationship with Affiliates. Each Party will be responsible for any breach by its Affiliates of its obligations in connection with this Agreement, and each such Party will remain responsible for any responsibilities that it has delegated to an Affiliate as though such Party had performed (or failed to perform) such responsibilities itself.

Relationship with Affiliates. Unless the context otherwise indicates or as set forth in this Article 20.2, (i) any reference to a Party herein shall include the Affiliates of such Party , with the following exceptions: (A) the appointment of exclusive distributorship pursuant to Article 2.1; (B) the grant of right to co-promote the Product pursuant to Article 2.2; (C) the grant of license to sell the Product pursuant to Article 2.5; (D) the grant of right with respect to additional products pursuant to Article 2.6; (E) the right of first refusal to acquire SuperGen pursuant to Article 2.7; and (F) the right with respect to patent prosecution and infringement pursuant to Article 9; and (ii) each Party may utilize the services of its Affiliates to perform services, activities and/or obligations permitted or required under this Agreement to the same extent as if such Affiliate were a Party to this Agreement; provided that any such services, activities or obligations under this Agreement permitted or required to be performed by such Party relating to the U.S. Territory will be performed only by such Party or a wholly-owned U.S. subsidiary of such Party. Any Affiliates so utilized shall be subject to all the terms and conditions applicable to such Party under this Agreement, including but not limited to provisions establishing standards for performance. With respect to the International Territory, Abbott may use its Affiliates as set forth in this Section 20.2; provided that Abbott shall make all payments required and provide all reports required under this Agreement. The use of any Affiliates as set forth in this Section 20.2 shall in no way relieve the applicable Party of any of its obligations or liabilities hereunder and each Party shall be liable for the actions of its Affiliates under this Agreement and the indemnification provisions of Article 15 shall apply with respect to all actions of a Party's Affiliates under this Agreement.

Relationship with Affiliates. 12.1 TMC agrees that Innovex may utilize the Services of its corporate Affiliates to fulfill Innovex's obligations under this Master Agreement and any Work Order although Innovex shall remain liable for the performance of such obligations. Any Innovex Affiliate so utilized shall be (i) subject to all of the terms and conditions applicable to Innovex under this Master Agreement and the Work Order applicable to such Project(s), including, but not limited to, provisions establishing the standards for performance, and (ii) entitled to all rights and protections afforded Innovex under this Master Agreement and the Work Order applicable to such Project(s), including, but not limited to, the indemnity and limitation of liability protections set forth herein. Any such Affiliate of Innovex may execute a Work Order directly and, with respect to the corresponding Project, the rights and obligations of the parties shall be governed by all of the terms and conditions of this Master Agreement, to the same extent as if such Innovex Affiliate was a party to this Master Agreement. 12.2 TMC and Innovex acknowledge that certain Affiliates of TMC may utilize the services of Innovex (and its Affiliates) under this Master Agreement and under any Work Order. Any TMC Affiliate which utilizes such services shall be (i) subject to all of the terms and conditions applicable to TMC under this Master Agreement and the Work Order applicable to such Project(s), and (ii) entitled to all rights and protections afforded TMC under this Master

Relationship with Affiliates. (a) Company agrees that Quintiles may utilize the Services of its corporate affiliates to fulfill Quintiles' obligations under this Master Agreement and any Work Order provided that Quintiles shall remain responsible and obligated under this Master Agreement and any such Work Order as if Quintiles was directly performing such services. Any affiliate so utilized shall be (i) subject to all of the terms and conditions applicable to Quintiles under this Master Agreement or any Work Order, including, but not limited to, provisions establishing the standards for performance, and (ii) entitled to all rights and protections afforded Quintiles under this Master Agreement and any Work Order, including, but not limited to, the indemnity and limitation of liability protections set forth herein. Any such affiliate of Quintiles may execute a Work Order directly and, with respect to the corresponding Project, the rights and obligations of the parties shall be governed by all of the terms and conditions of this Master Agreement, to the same extent as if such affiliate was a party to this Master Agreement. (b) Company and Quintiles acknowledge that certain affiliates of Company may utilize the services of Quintiles (and its affiliates) under this Master Agreement and under any Work Order. In such event, (i) Company shall cause such affiliate to acknowledge and be bound by all the terms and conditions of this Master Agreement and any Work Order, and (ii) Company shall remain responsible and obligated under this Master Agreement and any Work Order, as if Company was directly receiving the services provided to such affiliate. Any such affiliate of Company may execute a Work Order directly and, with respect to the corresponding Project, the rights and obligations of the parties shall be governed by all of the terms and conditions of this Master Agreement, to the same extent as if such affiliate was a party to this Master Agreement. (c) When used in this Agreement, the term `"affiliate" shall mean all entities controlling, controlled by or under common control with Company or Quintiles, as the case may be. When used herein, the term "control" shall mean the ability to vote fifty percent (50%) or more of the voting securities of any entity.

Relationship with Affiliates. Except for the Management Agreements and the Asset Management Agreements, none of Seller or any of its Affiliates (nor any officer or director of any of the foregoing) is a party to any Contract with any Acquired Company, including with respect to compensation or remuneration to be paid to Seller or any of its Affiliates (nor any officer or director of any of the foregoing) in connection with this Agreement or the transactions contemplated herein, which will not be terminated as of the Closing.

Relationship with Affiliates. Sponsor agrees that Quintiles may use the Services of its corporate affiliates to fulfill Quintiles’ obligations under this Agreement. Any affiliate so used shall be subject to all of the terms and conditions applicable to Quintiles under this Agreement and entitled to all rights and protections afforded Quintiles under this Agreement. The term

Relationship with Affiliates. Unless the context otherwise indicates, (i) any reference to a Party herein shall include the Affiliates of such Party (including, without limitation, references to Abbott in Sections 1.5, 1.7, 1.9, 1.48 and 2.3(c) and references to Triangle in Sections 1.58, 1.59, 2.1, 2.2, 2.3(a), 2.3(b) and 2.5) and (ii) each Party may utilize the services of its Affiliates to perform services, activities and/or obligations permitted or required under this Agreement to the same extent as if such Affiliate were a party to this Agreement; provided that any such services, activities or obligations under this Agreement permitted or required to be performed by such Party relating to the U.S. Territory will be performed only by such Party or a wholly-owned U.S. subsidiary of such Party. Any Affiliates so utilized shall be subject to all the terms and conditions applicable to such Party under this Agreement, including but not limited to provisions establishing standards for performance. With respect to the International Territory, Abbott may use its Affiliates as set forth in this Section 20.2; provided that Abbott shall make all payments required and provide all reports required under this Agreement. The use of any Affiliates as set forth in this Section 20.2 shall in no way relieve the applicable Party of any of its obligations or liabilities hereunder and each Party shall be liable for the actions of its Affiliates under this Agreement and the indemnification provisions of Article 15 shall apply with respect to all actions of a Party's Affiliates under this Agreement.

Relationship with Affiliates. Sponsor agrees that Quintiles may use the services of its corporate affiliates as subcontractors to fulfill Quintiles’ obligations under this Agreement or any Work Order. Quintiles shall remain responsible for all Services performed by its affiliates, and its affiliates shall be subject to all of the terms, conditions and rights applicable to Quintiles under this Agreement or any Work Order. Any affiliate of Quintiles or Sponsor may enter into a Work Order under this Agreement, and the terms, conditions and rights in this Agreement shall be incorporated into the Work Order and be binding on such affiliate. The term “affiliate” shall mean all entities controlling, controlled by or under common control with Quintiles. The term “control” shall mean the ability to vote fifty percent (50%) or more of the voting securities of any entity or otherwise having the ability to influence and direct the polices and direction of an entity.

Relationship with Affiliates. Advaxis agrees that Numoda may use the Services of its corporate affiliates to fulfill Numoda’s obligations under this Agreement or a Project Agreement. Any Affiliate so used shall be subject to all of the terms and conditions applicable to Numoda under this Agreement and entitled to all rights and protections afforded Numoda under this Agreement. The term “Affiliate” shall mean all entities Controlling, Controlled by or under common Control with Numoda. The term “

Relationship with Affiliates. Unless the context otherwise indicates or as set forth in this Article 20.2, (i) any reference to a Party herein shall include the Affiliates of such Party, with the following exceptions: (A) the appointment of exclusive distributorship pursuant to Article 2.1; (B) the grant of license to sell the Product pursuant to Article 2.5; (C) the grant of right with respect to additional products pursuant to Article 2.6; and (D) the right with respect to patent prosecution and infringement pursuant to Article 9; and (ii) each Party may utilize the services of its Affiliates to perform services, activities and/or obligations permitted or required under this Agreement to the same extent as if such Affiliate were a Party to this Agreement; provided that any such services, activities or obligations under this Agreement permitted or required to be performed by such Party relating to the U.S. Territory will be performed only by such Party or a wholly-owned U.S. subsidiary of such Party. Any Affiliates so utilized shall be subject to all the terms and conditions applicable to such Party under this Agreement, including but not limited to provisions establishing standards for performance.