Control or Controlled definition

Control or Controlled means, with respect to any Intellectual Property Right, the possession (whether by ownership, license, or other agreement or arrangement existing now or after the Effective Date, other than pursuant to this Agreement) by a party or an Affiliate thereof of the right to grant to the other party a license as provided herein under such Intellectual Property Right without violating the terms of any agreement or other arrangement of such party or its Affiliate with any third party.

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Control or Controlled means, with respect to any Invention, Patent or other intellectual property right, that the applicable Party or its Affiliates owns or has a license to such Invention, Patent or other intellectual property right and such applicable Party or its Affiliates has the ability to disclose same to the other Party and to grant such other Party a license or a sublicense (as applicable) under same as provided in this Agreement without violating the terms of any agreement or other arrangement with any Third Party.

Control or Controlled means, with respect to any Person, the possession, directly or indirectly, through one or more intermediaries, of the power or authority, through ownership of voting securities, by contract or otherwise, to direct the management, activities or policies of such Person.

Examples of Control or Controlled in a sentence

• Control or Controlled or Controlling The ability, directly or indirectly, to direct the activities of the relevant entity, including, without limitation, the holding of (i) more than 50% of the issued share capital, or (ii) such share capital as carries directly or indirectly, more than 50% of the shareholder votes in a general meeting or the ability to appoint or elect more than 50% of the directors or equivalent of such entity.

• Control or Controlled by or Controlling: Ownership of more than fifty percent (50%) of all of the voting stock of a corporation or more than fifty percent (50%) of all of the legal and equitable interest in any other business entity.

• Control or Controlled shall mean with respect to a particular item, materials, information or intellectual property, the possession of the right whether through ownership or license (other than by operation of this Agreement or any of the Transaction Agreements) to grant licenses as contemplated herein and in the Transaction Agreements.

• The terms "Controls," "Control" or "Controlled" as used herein, mean the possession, directly or indirectly, of the power to direct or cause the direction of management and policies of such person or entity, whether through the ownership of voting securities, by contract or otherwise.

• Control or Controlled or Controlling The ability, directly or indirectly, to direct the activities of the relevant entity, including, without limitation, the holding of (i) more than 50% of the issued share capital, or (ii) such share capital which carries directly or indirectly, more than 50% of the shareholder votes in a general meeting or has the ability to appoint or elect more than 50% of the directors or equivalent of such entity.

More Definitions of Control or Controlled

Control or Controlled with respect to any Person, (i) ownership, directly or indirectly, in the aggregate of 49% or more of the beneficial ownership interest of such Person or (ii) the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such Person, whether through the ability to exercise voting power, by contract or otherwise (subject only to customary reservations of rights in favor of other partners or members to approve the sale and/or refinancing of all or substantially all of the entity's assets and other major decisions).

Control or Controlled means, with respect to any Patent or other intellectual property right, possession of the right (whether by ownership, license or otherwise), to assign, or grant a license, sublicense or other right to or under, such Patent or right as provided for herein without violating the terms of any agreement or other arrangement.

Control or Controlled means (a)in respect of any partnership, corporation or other entity, the direct or indirect ownership of more than fifty percent (50%) of the outstanding shares or other voting rights of the subject entity having the power to vote on or direct the affairs of the entity, (or such lesser percentage which is the maximum allowed to be owned by a foreign corporation in a particular jurisdiction); and (b)in respect of any Patent, Know-How or other Intellectual Property whether owned by or licensed to an entity, the possession of the legal right and ability to grant the respective licenses or sublicenses as provided herein without violating the terms of any agreement or other arrangement with any Third Party; and the expressions Controlling and Controlled by shall be interpreted accordingly.

Control or Controlled with respect to any Person, (i) ownership, directly or indirectly, in the aggregate of 49% or more of the beneficial ownership interest of such Person or (ii) the possession, directly or indirectly, of the power to direct or cause the direction of the management or policies of such Person, whether through the ability to exercise voting power, by contract or otherwise (subject only to customary reservations of rights in favor of other partners or members to approve the sale and/or refinancing of all or substantially all of the entity's assets and other major decisions). Debt: the unpaid Principal, all interest accrued and unpaid thereon, any Yield Maintenance Premium and all other sums due to Lender in respect of the Loan or under any Loan Document.

Control or Controlled has the meaning given under Section 416 of the Income and Corporation Taxes Act 1988 except that, for the purposes of this Framework Agreement, any transfer of shares or any interest in shares by a Party to its Affiliate shall be disregarded where such transfer forms part of a bona fide reorganisation or restructuring of such Party.

Control or Controlled means, with respect to any intellectual property right or other intangible property, the possession (whether by license from a third party or ownership, or by control over an Affiliate having possession by license * CONFIDENTIAL TREATMENT REQUESTED. OMITTED PORTIONS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. from a third party or ownership) by a Party of the ability to grant to the other Party access, ownership and/or a license or sublicense to such intellectual property right or other intangible property without violating the terms of any agreement with any third party.

Control or Controlled means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies by one person or entity or a group of related persons or entities acting in concert; provided, however, that the legal or beneficial ownership, directly or indirectly by one person or entity or a group of related persons or entities acting in concert, of more than fifty percent (50%) of the voting stock for the election of directors of a party shall always be deemed Control. Exhibit A lists subsidiaries of each Party that shall not be classified as Controlled subsidiaries, even though they may meet the definition thereof. Exhibit A may be amended by either Party to add or delete a listed subsidiary with the written consent of the other Party, which consent shall not be unreasonably withheld RECITALS