UC Affiliate definition

UC Affiliate means: (i) any school, campus, facility, healthcare provider or payer, or entity that is not a UC Location (including any Additional UC Location) and that is, in whole or in part, owned or controlled by, or under common ownership with, UC, or that is managed, in whole or in part, by UC; (ii) any entity that, after the full execution of this Agreement, merges into or consolidates with any UC Location and which UC designates as a UC Affiliate; (iii) any entity into which any UC Location or UC Affiliate merges or consolidates and, after such merger or consolidation, the surviving entity is not a UC Location or UC Affiliate, and which UC designates as a UC Affiliate; (iv) any entity that merges into or consolidates with a UC Affiliate and, after such merger or consolidation, the surviving entity is a UC Affiliate; and (v) any entity, other than those described above, that UC and Supplier may agree in writing may be a UC Affiliate.
UC Affiliate as used herein shall mean: (i) any entity that is not a UC Location and that is, in whole or in part, owned or controlled by, or under common ownership with, UC, or that is managed, in whole or in part, by UC; (ii) any entity that, after the full execution of this Agreement, merges into or consolidates with any UC Location and which UC designates as a UC Affiliate; and (iii) any entity, other than those described above, that UC and Supplier agree in writing may be a UC Affiliate. Supplier agrees to provide the Goods and/or Services as described and priced in this Agreement to any UC Affiliate executing a SOW. By execution of such SOW, such UC Affiliate Location on the one hand, and Supplier, on the other hand, shall be deemed, respectively, to have executed the Agreement (with changes to the appropriate signature block) as Parties, with such UC Affiliate taking on the obligations of the UC Location and Supplier taking on its obligations to such UC Affiliate. Upon entering into a SOW, each Additional UC Location shall be referred to as a “Customer.” UC and each UC Affiliate are separate and distinct legal entities. Each UC Affiliate shall be responsible for its respective individual commitments, financial or otherwise, and neither UC nor any other UC Affiliate shall be responsible for the performance or non-performance of any other UC Affiliate. UC is not responsible for the acts or omissions of any UC Affiliate. UC Affiliates shall remain liable for each such UC Affiliate’s compliance or non-compliance with the terms of this Agreement.

Examples of UC Affiliate in a sentence

  • Except with respect to the type(s) Goods and or Services that will be provided to a UC Location or UC Affiliate, no Additional UC Location or UC Affiliate shall amend, alter or otherwise modify the terms of this Agreement applicable to UC, including the Incorporated Documents, as defined herein.

  • In the event Supplier will have access to PHI, UC Affiliates may require Supplier to execute and deliver a HIPAA business associate agreement with respect to performance of Goods and/or Services for such UC Affiliate.

  • In the event an Additional UC Location or UC Affiliate desires to add terms that do not amend, alter or otherwise revise any term applicable to other UC Locations that is contained in this Agreement, including the Incorporated Documents, such terms may be incorporated into the SOW or other agreement directly between the Supplier and such Additional UC Location or UC Affiliate.

  • To the extent the Agreement extends to multiple UC Locations and UC Affiliate Locations, Supplier’s obligations shall apply to each UC Location and UC Affiliate Location.

  • To the extent the Agreement extends to multiple UC Locations and UC Affiliate Locations, title to the Goods purchased by a Customer will pass directly from Supplier to such Customer at the f.o.b. point shown, or as otherwise specified in the Agreement, subject to such Customer’s right to reject upon inspection.

  • For the avoidance of doubt, to the extent the terms of the Agreement apply or extend to UC Affiliate Locations, UC is not responsible for the acts or omissions of any UC Affiliate Location.

  • UC Affiliate Locations shall remain liable for each such UC Affiliate Location’s compliance or non-compliance with the terms of the Agreement as it pertains to the Statement of Work or Purchase Order(s) of such UC Affiliate Location.

  • To the extent the terms of this Agreement apply or extend to multiple UC Locations and UC Affiliate Locations, Supplier will defend, indemnify and hold harmless each Customer and its officers, employees and agents on the same terms as those specified in this Article 8.

  • To the extent the Agreement extends to multiple UC Locations and UC Affiliate Locations, Supplier’s obligations in this Section shall apply to each Customer’s Confidential Information.

  • To the extent the Agreement extends to multiple UC Locations and UC Affiliate Locations, each Customer will pay Supplier, upon submission of acceptable invoices, for Services provided and accepted by such Customer.

Related to UC Affiliate

  • BHC Affiliate has the meaning assigned to the term “affiliate” in, and shall be interpreted in accordance with, 12 U.S.C. §1841(k).

  • Affiliate means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person, as such terms are used in and construed under Rule 405 under the Securities Act.

  • Affiliated Entity means any entity controlling, controlled by, or under common control with an Insured.

  • Affiliated Entities means any legal entity, including any corporation, limited liability company, partnership, not-for-profit corporation, estate planning vehicle or trust, which is directly or indirectly owned or controlled by the Stockholder or his or her descendants or spouse, of which such Stockholder or his or her descendants or spouse are beneficial owners, or which is under joint control or ownership with any other person or entity subject to a lock-up agreement regarding the Common Stock with terms substantially identical to this Agreement.

  • Business Entity means a natural or legal person, business corporation, professional services corporation, limited liability company, partnership, limited partnership, business trust, association or any other legal commercial entity organized under the laws of this State or of any other state or foreign jurisdiction;

  • Borrower Party Affiliate means, with respect to the Mortgage Loan Borrower, a manager of the Mortgaged Property or an Accelerated Mezzanine Loan Lender, (a) any other Person controlling or controlled by or under common control with such Mortgage Loan Borrower, manager or Accelerated Mezzanine Loan Lender, as applicable, or (b) any other Person owning, directly or indirectly, 25% or more of the beneficial interests in such Mortgage Loan Borrower, manager or Accelerated Mezzanine Loan Lender, as applicable. For the purposes of this definition, “control” when used with respect to any specified Person means the power to direct the management and policies of such Person, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise and the terms “controlling” and “controlled” have meanings correlative to the foregoing.