Common use of Direct License to Salix Clause in Contracts

Direct License to Salix. Solely for the purpose of maintaining the continuity of the licenses granted by Progenics to Salix under this Agreement, should the UR Labs-Progenics Agreement be terminated for any reason other than as a result of Salix’s uncured material breach of this Agreement (a “Salix Non-Defaulting Termination”), then ProNev shall, and hereby does, grant to Salix a direct license under all Progenics Patent Rights and Progenics Know-How Controlled by ProNev. In such event, the foregoing license shall be on the terms and conditions of the UR Labs-Progenics Agreement as supplemented by this Section 13.22 and shall remain in effect for the duration of the license granted by Progenics to Salix under this Agreement. Progenics hereby consents to ProNev’s grant of such a license to Salix. For purposes of this Section 13.22, the UR Labs-Progenics Agreement shall be deemed terminated on either (i) the date of termination pursuant to the UR Labs-Progenics Agreement after giving effect to any cure or grace periods or, (ii) in the event that Progenics initiates litigation or arbitration challenging the existence of a termination event, the date of a final determination of termination by a court of competent jurisdiction or binding arbitration panel.

Direct License to Salix. Solely for the purpose of maintaining the continuity of the licenses granted by Progenics to Salix under this Agreement, should the UR Labs-Progenics [*] Agreement be terminated for any reason other than as a result of Salix’s uncured material breach of this Agreement (a “Salix Non-Defaulting Termination”), then ProNev [*] shall, and hereby does, grant to Salix a direct license under all Progenics Patent Rights and Progenics Know-How Controlled by ProNev[*]. In such event, the foregoing license shall be on the terms and conditions of the UR Labs-Progenics [*] Agreement as supplemented by this Section 13.22 13.23 and shall remain in effect for the duration of the license granted by Progenics to Salix under this Agreement. Progenics hereby consents to ProNev[*]’s grant of such a license to Salix. For purposes of this Section 13.2213.23, the UR Labs-Progenics [*] Agreement shall be deemed terminated on either (i) the date of termination pursuant to the UR Labs-Progenics [*] Agreement after giving effect to any cure or grace periods or, (ii) in the event that Progenics initiates litigation or arbitration challenging the existence of a termination event, the date of a final determination of termination by a court of competent jurisdiction or binding arbitration panel.