Vendor Affiliates definition

Vendor Affiliates means, with reference to Vendor any company or other legal entity which: (i) controls Vendor; or (ii) is controlled by Vendor; or (iii) is controlled by a company or entity which controls Vendor or which otherwise provisions Services, Licensed Software or Hardware under this Agreement. For these purposes, “control” means the right to exercise more than fifty percent (50%) of the voting or similar right of ownership; but only for so long as such control shall continue to exist.
Vendor Affiliates means all individuals or entities controlling, controlled by or under common control with the Vendor, but for purposes of this definition, Vendor Affiliates shall not include Approved Contractors.
Vendor Affiliates shall include, but is not limited to, Vendor’s officers, directors, shareholders, employees, contractors, subcontractors and agents. The terms of this Section shall survive the expiration or earlier termination of this Contract. In claims against any person or entity indemnified under this Section by an employee of the Vendor, any Approved Subcontractor, or anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under 8.1 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Vendor or an Approved Subcontractor under workers ’ compensation acts, disability benefit acts or other employee benefit acts. The Vendor shall promptly advise the Client in writing of any action, administrative or legal proceeding or investigation as to which this indemnification may apply, and the Vendor, at the Vendor ’s sole cost and expense, shall assume on behalf of the parties indemnified hereunde r and conduct with due diligence and good faith the defense thereof; provided, that the Client shall have the right to be represented therein by advisory counsel of its own selection and at its own expense; and provided further, that if the defendants in any such action include both the Vendor and any member of the Client Group and the Client Group shall have reasonably concluded that there may be legal defenses available to it which are different from or additional to, or inconsistent with, those available to the Vendor, the Client Group shall have the right to select separate counsel to participate in the defense of such action on the Client Group ’s behalf and at the Vendor’s expense. To the extent that the Vendor fails to fully perform in accordance with this Section, the Client, at its option, and without relieving the Vendor of its obligations hereunder, may so perform, but all costs and expenses so incurred by the Client in that event shall be reimbursed by the Vendor to the Client. A p p e n d i x C : S a m p l e F e e a n d C o s t S c h e d u l e s Exhibit A Vendor Cost Schedule

Examples of Vendor Affiliates in a sentence

  • Vendor and Vendor Affiliates shall observe the working rules of all WeWork premises when on such premises.

  • Vendor shall not commence, and shall not allow any of Vendor Affiliates to commence, any portion of the Services until it has obtained all insurance required hereunder.

  • During the term of this Agreement and for a period of 6 years thereafter, Vendor shall, at its sole cost and expense, and shall cause Vendor Affiliates to, have in effect and keep in force insurance coverage which is primary and non- contributory as to any insurance maintained by WeWork, with reputable insurance companies maintaining an A.M. Best rating of A- or better.

  • If such audit reports are not available, Vendor and/or Vendor Affiliates and shall allow for and contribute to audits, by any Company Group Member or an auditor mandated by any Company Group Member in relation to the Processing of the Company Personal Data by the Contracted Processors.

  • Vendor and Vendor Affiliates shall use only Gap Inc.-approved facilities for the production of goods.

  • The liability of Vendor and Vendor Affiliates who adopt the Service Agreement shall not be joint and several.

  • Employer provides its Employees with certain benefits administered by Employer’s Administrative Vendor and/or Administrative Vendor Affiliates.

  • Administrative Vendor and Administrative Vendor Affiliates are and shall remain independent contractors with respect to the service being performed hereunder and shall not, for any purpose, be deemed an employee of Employer or the Eligible Custodian, or a fiduciary of the Consumer Spending Accounts.

  • Vendor Affiliates are excluded because Vendor's authority on behalf of Vendor Affiliates is addressed in section 2.

  • If Vendor and/or Vendor Affiliates have their compliance included in standard third party audits to international standards such as ISO ( International Organization for Standardization) or SOC (Service Organization Control) they shall make such reports available on a confidential basis to any Company Group Member upon request and Company Group Member shall use such audit reports in lieu of an individual audit.


More Definitions of Vendor Affiliates

Vendor Affiliates means, collectively, Accugraph Corporation, Architel Systems Corporation ("Architel"), Architel Systems (U.S.) Corporation, Architel Systems (U.K.) Corporation, Nortel Networks Technology Corporation ("NN Technology"), Nortel Networks Inc. ("NNI"), Nortel Networks S.p.A., Nortel Networks Hispania, S.A., Nortel Networks UK Limited and Nortel Networks S.A.

Related to Vendor Affiliates

  • Affiliates means, with respect to any Person, any other Person that, directly or indirectly, controls, or is controlled by, or is under common control with, such Person. As used in this definition, “control” (including, with its correlative meanings, “controlled by” and “under common control with”) shall mean the possession, directly or indirectly, of the power to direct or cause the direction of management or policies of a Person, whether through the ownership of securities or partnership or other ownership interests, by contract or otherwise.

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

  • Customer Affiliate means an entity that owns or controls, is owned or controlled by or is or under common control or ownership with Customer, where control is defined as the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an entity, whether through ownership of voting securities, by contract or otherwise;

  • 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.

  • Vendors means the proposer(s) responding to this RFP and vendor(s) to whom a contract has been awarded as a result of this RFP by SMSD. A responsible vendor is a vendor who has adequate financial resources (or the ability to obtain such resources), can comply with the delivery requirements, and is a qualified and established firm regularly engaged in the type of business that provides the product(s) /service(s) listed herein.

  • Investor Affiliate means (i) the Investor or any of his immediate family members, and any such persons’ respective Affiliates and direct and indirect Subsidiaries, (ii) any sponsor, limited partnerships or entities managed or controlled by the Investor or any of his immediate family, or any of such persons’ respective Affiliates and direct or indirect Subsidiaries, (iii) any trust of the Investor or any of his immediate family, or any of such persons’ respective Affiliates and direct or indirect Subsidiaries or any trust in respect of which any such persons is a trustee, (iv) any partnership of which the Investor or any of his immediate family, or any of such persons’ respective Affiliates or direct or indirect Subsidiaries is a partner that is managed or controlled by the Investor, any of his immediate family or any of such persons’ respective Affiliates or direct or indirect Subsidiaries, and (v) any trust, fund or other entity which is managed by, or is under the control of, the Investor or any of his immediate family, or any of such persons’ respective Affiliates or direct or indirect Subsidiaries, but excluding the Issuer or any of its Subsidiaries.

  • Non-Party Affiliates has the meaning set forth in Section 10.15.

  • Related Companies means the companies within the meaning of Article L. 225-197-2 of the French Commercial Code or any provision substituted for same.

  • Clients means the Janus Funds and other individual and institutional advisory clients of Janus.

  • Affiliated Persons or "AFFILIATES" means

  • Sponsor Affiliate means an entity that joins with the Company and that participates in the investment in, or financing of, the Project and which meets the requirements under the FILOT Act to be entitled to the benefits of this Fee Agreement with respect to its participation in the Project, all as set forth in Section 5.13 hereof.

  • Related Entities means contractors and subcontractors of a Party at any tier; grantees, investigators, customers, and users of a Party at any tier and their contractors or subcontractor at any tier; or, employees of the Party or any of the foregoing.

  • 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.

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

  • Affiliated Companies shall include any company controlled by, controlling or under common control with the Company.

  • Employees Stock Option” means the option given to the directors, officers or employees of a company or of its holding company or subsidiary company or companies, if any, which gives such directors, officers or employees, the benefit or right to purchase, or to subscribe for, the shares of the company at a future date at a pre-determined price.

  • Seller Affiliate means any Affiliate of Seller.

  • Customers means such brokerage or other customers or investment advisory or other clients of a Recipient, and/or accounts as to which such Recipient provides administrative support services or is a custodian or other fiduciary.

  • Purchaser Affiliate means any affiliate of the Purchaser, including a transferee who is an affiliate of the Purchaser, and any person who controls the Purchaser or any affiliate of the Purchaser within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act; and

  • Client company means any person that enters into an agreement for professional employer services

  • Agent Affiliates as defined in Section 10.1(b)(iii).

  • Vendor or “Vendors” means any entity submitting a bid in response to the Solicitation, the entity that has been selected as the lowest responsible bidder, or the entity that has been awarded the Contract as context requires.

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

  • Company Personnel means any current or former officer, employee, director or consultant of the Company or any of its Subsidiaries.

  • 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.

  • Company Parties means the collective reference to Holdings and its Restricted Subsidiaries, including the Borrower, and “Company Party” means any one of them.