Use of Third Party Contractors. If Agios desires to use any Third Party Contractors to conduct any of its Development, Commercialization or other Collaboration activities hereunder, or if Celgene desires to use any Third Party Contractors to conduct any of its Development, Commercialization or other Collaboration activities hereunder, such Party must comply with the obligations of Section 8.4(a)(ii)(A) through (D), even to the extent no sublicense of rights is granted to such Third Party.
Use of Third Party Contractors. SpeechWorks may, from time to time, engage third parties to render services in connection with SpeechWorks' development of the Deliverables; provided, however, that all such third parties who perform work in furtherance of such development shall execute appropriate documents to ensure that SpeechWorks' obligations to AOL under Section 3.1 of this Exhibit C will be satisfied with respect to such work. SpeechWorks shall at all times have the sole right and obligation to supervise, manage, contract, direct, procure, perform, or cause to be performed all work to be performed by SpeechWorks hereunder unless otherwise provided herein.
Use of Third Party Contractors. The Parties may enter into subcontracts with third parties, including AWS Affiliates, for the performance of any of their duties and obligations under this Agreement.
Use of Third Party Contractors. Each party may engage Third Party contract service providers to perform on behalf of such party any activity that such party itself has the right to conduct under the license granted to such party in Section 2.1 or Section 2.2 (as applicable); provided, in each case, that: (a) such party shall require any such Third Party service provider to take all reasonable steps and use all reasonable measures to prevent unauthorized disclosure and unauthorized use of the Patent Rights and Information licensed to such party under Section 2.1 or Section 2.2 (as applicable); (b) none of the other party’s rights hereunder are diminished or otherwise adversely affected as a result of such contracting; (c) each such contractor undertakes in writing obligations of confidentiality and non-use regarding Confidential Information of the other party at least as stringent as those undertaken by such party pursuant to Article 4; (d) prior to initiating performance of any such contract services, such Third Party service provider has signed a binding written agreement or instrument assigning, and agreeing to assign, to such party all Inventions resulting from performance of such services; and (e) such party shall at all times be fully responsible for the compliance of such Third Party service provider with the terms and conditions of this Agreement. [***] Certain information in this document identified by brackets has been omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.
Use of Third Party Contractors. Each Party may contract its activities under the Research Program to consultants and contractors, but only if and to the extent approved by the JRC in writing. Each Party shall manage and coordinate the services of its approved consultants and contractors and shall bear full responsibility for the performance or non-performance of any duties delegated thereto, including without limitation compliance with the confidentiality provisions of this Agreement.
Use of Third Party Contractors. Subject to Section 5.2.5(a) and Section 5.4.4, the Existing Supply Agreement and the Quality Assurance Agreement, (a) AstraZeneca may grant a Sublicense of its rights under this Agreement to [**] and (b) Ironwood may grant a Sublicense of its rights under this Agreement to [**].
Use of Third Party Contractors. Upon Alteon's request and the Company's agreement, Company shall retain third party contractors identified by Alteon, including, but not limited to, specialists in toxicology, pharmacology, formulations and patent law, to perform the services hereunder. Alteon shall not be responsible for any such services provided by any such third-party contractors, except that Alteon shall have management responsibility for the work being done by such contractors and shall review the results of the third party contractors' work. Alteon shall review and present to the Company contracts with third party contractors pursuant to which such contractors agree to confidentiality provisions and provisions with respect to the Company's ownership of the technology similar to that contained in Sections 9.1 and 29 hereof; provided, that Alteon shall not be responsible for any changes to such language agreed to by the Company. Company shall be responsible for paying any third-party contractors, other than Alteon's employees or consultants, hired or retained by Company, for the services performed by such contractors.
Use of Third Party Contractors. Merck and Geron shall each be entitled to utilize the services of Third Parties to perform its Research Program activities, provided that such services are conducted in a manner that is consistent with and preserves the rights of the Parties under this Agreement. Each Party shall remain at all times fully liable for its respective responsibilities under the Research Program and the activities of any Third Parties utilized in connection therewith.
Use of Third Party Contractors. Subject to the terms of this Agreement, either Party may perform any specific Activities for which it is responsible under this Agreement through subcontracting to a Third Party contractor and may grant a sublicense of the rights granted hereunder to any such Third Party contractor; provided that where [***] seeks to engage such subcontractor, [***] shall first obtain [***] to the appointing of such sub-contractor and, where necessary, the granting of such sublicense, provided further, that if a Third Party contractor is specified or otherwise authorized generally for categories of activity in an approved Product Work Plan, then [***] to [***] the [***] and [***] of a [***] to such Third Party contractor solely for the purposes set forth in such Product Work Plan.
