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Control
Control contract clause examples

Control. Xenon Controls and shall Control throughout the Term # all Patent Rights and Know-How owned, invented or licensed by Xenon as of the Effective Date that are reasonably necessary or useful for the research, Development, manufacture or Commercialization of any Compound or Product and # all NASA Compounds.

Control. Execute and deliver (and cause to be executed and delivered) all agreements, assignments, instruments or other documents as the Administrative Agent shall reasonably request for the purpose of obtaining and maintaining control within the meaning of the UCC with respect to any Collateral consisting of Deposit Accounts, Investment Property, Letter-of-Credit Rights and Electronic Chattel Paper; provided, that not later than forty-five (45) days after the Tenth Amendment Effective Date (or such longer period as may be approved by the Administrative Agent in its sole discretion), each Grantor that is a domestic entity shall not open, maintain or otherwise have any Deposit Account or other account where money or securities are or may be deposited or maintained with any Person, other than # foreign accounts, # Deposit Accounts that are maintained at all times with depositary institutions as to which the Administrative Agent shall have received an agreement, among a Grantor, a depository institution and the Administrative Agent, which agreement is in form and substance acceptable to the Administrative Agent and which provides the Administrative Agent with “control” (as such term is used in Article 9 of the UCC) over the Deposit Account(s) described therein, # Deposit Accounts established solely as payroll, tax or escrow accounts, # zero balance accounts and # other Deposit Accounts, so long as at any time the balance in any such account does not exceed $100,000 and the aggregate balance in all such accounts does not exceed $300,000.

Control. Subject to Allogene’s right to control any actions described in [Section 6.2] (even where [[Cellectis:Organization]] is the Indemnifying Party), the Indemnifying Party will have the right, exercisable by notice to the Indemnified Party within ten (10) Business Days after receipt of notice from the Indemnified Party of the commencement of or assertion of any Third Party Claim, to assume direction and control of the defense, litigation, settlement, appeal or other disposition of the Third Party Claim (including the right to settle the claim solely for monetary consideration) with counsel selected by the Indemnifying Party and reasonably acceptable to the Indemnified Party; provided that # the Indemnifying Party has sufficient financial resources, in the reasonable judgment of the Indemnified Party, to satisfy the amount of any adverse monetary judgment that is sought, # the Third Party Claim seeks solely monetary damages and # the Indemnifying Party expressly agrees in writing that as between the Indemnifying Party and the Indemnified Party, the Indemnifying Party will be solely obligated to satisfy and discharge the Third Party Claim in full (the conditions set forth in [clauses (a), (b) and (c) above] are collectively referred to as the “Litigation Conditions”). Within ten (10) Business Days after the Indemnifying Party has given notice to the Indemnified Party of its exercise of its right to defend a Third Party Claim, the Indemnified Party will give notice to the Indemnifying Party of any objection thereto based upon the Litigation Conditions. If the Indemnified Party reasonably so objects, the Indemnified Party will continue to defend the Third Party Claim, at the expense of the Indemnifying Party, until such time as such objection is withdrawn. If no such notice is given, or if any such objection is withdrawn, the Indemnifying Party will be entitled, at its sole cost and expense, to assume direction and control of such defense, with counsel selected by the Indemnifying Party and reasonably acceptable to the Indemnified Party. During such time as the Indemnifying Party is controlling the defense of such Third Party Claim, the Indemnified Party will cooperate, Confidential

Control. The Pledgor will cooperate with the Administrative Agent in obtaining control (as defined in the UCC) of the Pledged Collateral (subject to Section 4.5) as the Administrative Agent may reasonably request, to perfect and continue perfected, maintain the priority of or provide notice of the Administrative Agent’s security interest in such Pledged Collateral.

Control. The Indemnifying Party shall have the right, exercisable by notice to the Indemnified Party within ​ days after receipt of notice from the Indemnified Party of the commencement of or assertion of any Third Party Claim, to assume the direction and control of the defense, litigation, settlement, appeal or other disposition of any such claim for which it is obligated to indemnify the Indemnified Party (including the right to settle the claim solely for monetary consideration) with counsel selected by the Indemnifying Party and reasonably acceptable to the Indemnified Party. During such time as the Indemnifying Party is controlling the defense of such Third Party Claim, the Indemnified Party shall reasonably cooperate with the Indemnifying Party in such defense at the Indemnifying Party’s request and expense. If the Indemnifying Party does not notify the Indemnified Party of the Indemnifying Party’s intent to defend any Third Party Claim within ​ days after notice thereof, the Indemnified Party may (with notice to the Indemnifying Party) undertake the defense thereof with counsel of its choice and at the Indemnifying Party’s expense (including reasonable, out-of-pocket attorneys’ fees and costs and expenses of enforcement or defense). The Indemnifying Party or the Indemnified Party, as the case may be, shall have the right to participate (including the right to conduct discovery, interview and examine witnesses and participate in all settlement conferences), but not control, at its own expense and with counsel of its choice, in the defense of any claim that has been assumed by the other Party.

Control. Lyra or its Affiliates Controls all Patent Rights and Know-How owned, invented, or licensed by Lyra as of the Effective Date that are necessary or actually used as of the Effective Date to Develop, Commercialize, Manufactured and otherwise, use, offer for sale, sell, have sold, and import the Licensed Products.

Control. Lytix shall Control throughout the Term # all Patents owned, invented or licensed by Lytix that are necessary or useful for the research, Development, Manufacture, use, offer for sale, sale or import of the Product, and # all Know-How owned, generated or licensed by Lytix that is related to the Product; and

Control. In each case to the extent requested by the Administrative Agent and not otherwise excused pursuant to the terms of Section 4.1, the Pledgor has taken all actions necessary or desirable to establish the Administrative Agent’s “control” (within the meanings of Sections 8-106 and 9--] 106 of the UCC) over any Certificated Securities (as defined in [Section 9-102] of the UCC) constituting Pledged Collateral.

Control. Lytix Controls # all Patents owned, invented or licensed by Lytix that are necessary or useful for the research, Development, Manufacture, use, offer for sale, sale or import of the Product, and # all Know-How owned, generated or licensed by Lytix that is related to the Product;

Control. Each Grantor will cooperate with the Administrative Agent in obtaining control (as defined in the UCC) of Collateral consisting of any Electronic Chattel Paper (subject to [Section 5.6]), Investment Property (subject to [Section 5.6]) or Letter-of-Credit Rights (subject to [Section 5.6]), as the Administrative Agent may reasonably request, to perfect and continue perfected, maintain the priority of or provide notice of the Administrative Agent’s security interest in such Collateral.

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