Joint Control Clause Samples

Joint Control. Subject to Seller’s satisfaction of the requirements of Section 8.03(d), and subject to Section 8.03(b)(i)(B) and Section 8.03(e), with respect to the defense of any Tax Controversy that (A) is reasonably likely to give rise to an indemnity claim under Section 8.07(a) through Section 8.07(d), (B) involves a Straddle Period or (C) is otherwise not under the sole control of the Acquiror or the Seller under clauses Section 8.03(b)(i) or Section 8.03(b)(ii) above, in each case, the Seller and the Acquiror shall exercise joint control in the defense of such Tax Controversy. In exercising the joint control provided under this Section 8.03(b)(iii), the Seller or its designee on the one hand, and the Acquiror or its designee on the other hand, shall jointly appoint mutually acceptable and nationally recognized counsel to represent the relevant taxpayer with respect to the item in the Tax Controversy. With respect to all such Tax Controversies each of the Seller and the Acquiror (and their respective designees) shall have the right to participate in all meetings, discussions and other proceedings relating to such Tax Controversy and no correspondence, submissions or positions shall be made or taken with respect to such Tax Controversies without the prior written consent or approval of both parties. Each of the Seller, Parent, the Company and the Transferred Subsidiaries shall execute all necessary powers of attorney and other needed documents to ensure that the joint control requirements of this Section 8.03(b)(iii) are satisfied. Subject to Section 8.03(d), any adverse Determination or decision by a Tax Authority or court with respect to a Tax Controversy that is subject to these joint control provisions shall be appealed (1) if mutually agreed to by the Seller and the Acquiror, or (2) if the Seller and Acquiror cannot agree on such matter, unless the mutually appointed counsel advises against such an appeal.

Joint Control. Each of the Company and the Customer jointly determine the purposes and means of processing of the Personal Data. Thus, the Parties are joint controllers with regard to such processing and the following clauses shall apply to their respective roles and responsibilities under Applicable Data Protection Law. To the extent either the Company or the Customer process personal data other than Personal Data via the Products and Services or otherwise, each of the Company and the Customer shall be separate data controllers in respect of such processing.

Joint Control. The Parties shall jointly decide on a strategy for the Prosecution and Maintenance of Patents covering Joint Collaboration Technology, which strategy may include retention of mutually acceptable outside counsel to conduct such Maintenance and Prosecution, and the Parties shall equally share the expenses therefor, regardless of which Party is responsible for such Prosecution and Maintenance. The Parties shall jointly decide on a strategy for, and shall collaborate and cooperate with each other in the Prosecution and Maintenance of Patents covering Array Collaboration Technology, which strategy may include retention of mutually acceptable outside counsel to conduct such Maintenance and Prosecution, and Array shall be responsible for such Prosecution and Maintenance, at its expense. The Party that is responsible for the Prosecution and Maintenance of a Patent under this Section 8.6(d)(ii) shall be referred to as the “Prosecuting Party.” The Prosecuting Party shall use diligent efforts to obtain a reasonable scope of protection for such Collaboration Technology inventions, and will consider in good faith reasonable comments provided by the other Party.

Joint Control. Data Sharing Agreement