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.
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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.
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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 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.

  • 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.

  • To the extent the terms of the Agreement apply or extend to UC Affiliates, 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 the Agreement as it pertains to the SOW or PO(s) of such 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.

  • As such, each UC Affiliate Location, is financially and legally separate and each shall be fully and solely responsible for its respective individual commitments, financial or otherwise, and none shall be responsible for performance or non-performance of any of the others.

  • UC Affiliate shall remain liable for each such UC Affiliate’s compliance or non-compliance with the terms of this Agreement as it pertains to POs or SOWs of such UC Affiliate.Amendments.

  • Any change to a SOW or PO shall be applicable only to such UC Affiliate and to such SOW or PO.For the avoidance of doubt, UC is not responsible for the acts or omissions of any UC Affiliate.

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).

  • Non-Affiliate means, for any specified Person, any other Person that is not an Affiliate of the specified Person.

  • Excluded Affiliate means any Affiliate of any Agent that is engaged as a principal primarily in private equity, mezzanine financing or venture capital.

  • Downstream Affiliate means an entity whose outstanding Voting Shares were, at the date of issuance of the Qualifying Guarantee, more than 50 per cent. owned, directly or indirectly, by the Reference Entity.

  • Affiliated Party means, with respect to any Purchaser, any person or entity which, directly or indirectly, controls, is controlled by or is under common control with such Purchaser, including, without limitation, any general partner, officer or director of such Purchaser and any venture capital fund now or hereafter existing which is controlled by one or more general partners of, or shares the same management company as, such Purchaser.

  • Controlled Affiliate means any Affiliate of the specified Person that is, directly or indirectly, Controlled by the specified Person.

  • Affiliate means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

  • Excluded Affiliates means, collectively, any Affiliates of any of the Lead Arrangers that are engaged as principals primarily in private equity, mezzanine financing or venture capital.

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

  • Affiliated business entity relationship means a relationship, other than a parent- subsidiary relationship, that exists when

  • Controlling Affiliate means an Affiliate that directly or indirectly Controls the Hotel and/or Controls the entity that Controls the Hotel.

  • BNY Affiliate means any office, branch or subsidiary of The Bank of New York Company, Inc.

  • Participating Affiliate means an Affiliate which has been designated by the Committee in advance of the Purchase Period in question as a corporation whose eligible Permanent Full-Time Employees may participate in the Plan.

  • Controlled Affiliates means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, has Majority Control of or is Majority Controlled by or is under common Majority Control with the Person specified.

  • U.S. Affiliate means the U.S. registered broker-dealer affiliate of an Underwriter;

  • Permitted Affiliate means with respect to any Person (a) any Person that directly or indirectly controls such Person, and (b) any Person which is controlled by or is under common control with such controlling Person. As used in this definition, the term “control” of a Person means the possession, directly or indirectly, of the power to vote eighty percent (80%) or more of any class of voting securities of such Person or to direct or cause the direction of the management or policies of a Person, whether through the ownership of voting securities, by contract or otherwise.

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

  • Excluded Entity means a corporation or other entity of which the holders of voting capital stock of the Company outstanding immediately prior to such transaction are the direct or indirect holders of voting securities representing at least a majority of the votes entitled to be cast by all of such corporation’s or other entity’s voting securities outstanding immediately after such transaction.

  • Plan Affiliate means, with respect to any Person, any employee benefit plan or arrangement sponsored by, maintained by or contributed to by such Person, and with respect to any employee benefit plan or arrangement, any Person sponsoring, maintaining or contributing to such plan or arrangement.

  • 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.

  • affiliated person promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • Affiliated Group means any affiliated group within the meaning of Code Section 1504(a) or any similar group defined under a similar provision of state, local or foreign law.

  • Screened Affiliate means any Affiliate of a Holder (i) that makes investment decisions independently from such Holder and any other Affiliate of such Holder that is not a Screened Affiliate, (ii) that has in place customary information screens between it and such Holder and any other Affiliate of such Holder that is not a Screened Affiliate and such screens prohibit the sharing of information with respect to the Company or its Subsidiaries, (iii) whose investment policies are not directed by such Holder or any other Affiliate of such Holder that is acting in concert with such Holder in connection with its investment in the Notes, and (iv) whose investment decisions are not influenced by the investment decisions of such Holder or any other Affiliate of such Holder that is acting in concert with such Holders in connection with its investment in the Notes.

  • Designated Affiliate means the affiliates of the Corporation designated by the Committee for purposes of the Plan from time to time;

  • 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;

  • Group Business Entity means;