Common use of Development & Commercialization Licenses Clause in Contracts

Development & Commercialization Licenses. Subject to the terms of this Agreement, including Section 9.1(b), Moderna, on behalf of itself and its Affiliates, hereby grants to Merck a royalty-bearing, worldwide, exclusive license in the Applicable Field, with the right to grant sublicenses in compliance with Section 9.4, under the Moderna Technology: (i) On an R&D Program-by-R&D Program basis, to Develop Collaboration mRNA Constructs, under and in accordance with the applicable R&D Plan during the R&D Term; (ii) To Develop [***] Collaboration mRNA Constructs in a Product Candidate Pool or in an Elected Candidate or Product; (iii) To Develop Product Candidates, Elected Candidates and Products (including the Collaboration mRNA Constructs as they are included therein); (iv) To Commercialize and otherwise Exploit Elected Candidates and Products (including the Collaboration mRNA Constructs as they are included therein); and (v) Subject to Article 4 (including Exhibit A), to Manufacture Collaboration mRNA Constructs, Product Candidates, Elected Candidates and Products. (b) [***]

Development & Commercialization Licenses. Subject to the terms of this Agreement, including Section 9.1(b), Moderna, on behalf of itself and its Affiliates, hereby grants to Merck a royalty-bearing, worldwide, exclusive license in the Applicable Field, with the right to grant sublicenses in compliance with Section 9.4, under the Moderna Technology: (i) On an R&D Program-by-R&D Program basis, to Develop Collaboration mRNA Constructs, under and in accordance with the applicable R&D Plan during the R&D Term; (ii) To Develop [***] Collaboration mRNA Constructs in a Product Candidate Pool or in an Elected Candidate or Product; (iii) To Develop Product Candidates, Elected Candidates and Products (including the Collaboration mRNA Constructs as they are included therein); (iv) To Commercialize and otherwise Exploit Elected Candidates and Products (including the Collaboration mRNA Constructs as they are included therein); and (v) Subject to Article 4 (including Exhibit A), to Manufacture Collaboration mRNA Constructs, Product Candidates, Elected Candidates and Products. (b) [***].