Effect on Sublicenses. Upon termination of this Agreement for any reason, Company shall promptly notify its Sublicensees of such termination. Upon notice by Wistar of its intent to terminate (or, if notice is not required, upon termination) of this Agreement, Company shall no longer have the authority to grant further Sublicenses. Any Sublicenses granted by Company under Section 2.4 of this Agreement shall terminate upon termination of this Agreement, unless Wistar, in its sole discretion, requests in writing that such Sublicense survive termination and remain in force and effect, in which case such Sublicense shall be assigned to Wistar.
Effect on Sublicenses. In the event that the License granted to LICENSEE under this Agreement is terminated, any sublicense under such License granted prior to termination of said License shall remain in full force and effect, provided that:
(a) the Sublicensee is not then in breach of its sublicense agreement;
(b) the Sublicensee agrees to be bound to LICENSOR as the licensor under the terms and conditions of this Agreement, as modified by the provisions of this Section 9.4;
(c) LICENSOR shall have the right to receive any payments payable to LICENSEE under such sublicense agreement to the extent that they are reasonably and equitably attributable to such Sublicensee’s right under such sublicense to use and exploit Patent Rights in the Licensed Patents and other rights granted in the License;
(d) the Sublicensee agrees to be bound by the development and commercialization obligations of LICENSEE pursuant to Article 3 (whether set by the parties or by arbitration) in the field and territory of the sublicense;
(e) LICENSOR has the right to terminate such sublicense upon thirty (30) days prior written notice to LICENSEE and such Sublicensee in the event of any material breach of the obligation to make the payments described in clause (c) of this Section 9.3, unless such breach is cured prior to the expiration of such thirty (30) day period, and shall further have the right to terminate such sublicense in the event of Sublicensee’s failure to meet its development obligations pursuant to clause (d) hereof; and
(f) LICENSOR shall not assume, and shall not be responsible to each Sublicensee for, any representations, warranties or obligations of LICENSEE to such Sublicensee, other than to permit such Sublicensee to exercise any rights to the Patent Rights in the Licensed Patents and other rights under the License that are granted under such sublicense agreement consistent with the terms of this Agreement.
Effect on Sublicenses. Upon termination of this Agreement, for any reason, Bayer shall promptly notify its Sublicensees of such termination. Upon notice by Recursion of its intent to terminate (or, if notice is not required, upon termination) this Agreement, Bayer shall no longer have the authority to grant further sublicenses. With respect to any rights previously granted by Bayer under any Sublicense hereunder any Sublicensee, so long as they are not in default under such Sublicense, may elect to continue its Sublicense provided that (i) the Sublicense will be modified as reasonably necessary to accommodate the functional and structural differences between Recursion and Bayer; (ii) Recursion is bound only to the extent under terms no less economically favorable to Recursion than existed when this Agreement and the Sublicense were in effect; and (iii) in no event will Recursion be obligated in any manner that it was not to Bayer hereunder and that the terms of such license agreement will not impose any representations, warranties, expenses or liabilities on Recursion that are not included in this Agreement. Sublicensee will notify Recursion in writing, within [***] days after the Sublicensee’s receipt of notice of such termination, of its election, and of its agreement to assume in respect to Recursion all the obligations (including obligations for payment) contained in the Sublicense with Bayer and all the obligations in this Agreement. For the avoidance of doubt, in the event that Bayer retains under this Agreement or the Collaboration Agreement after termination of this Agreement any rights to grant sublicenses, such rights remain unimpaired.
Effect on Sublicenses. Any sublicenses granted by ISB under this Agreement shall upon termination or expiration of this Agreement, all sublicenses shall automatically terminate unless Lifecore agrees in writing to be bound to the sublicense agreement and the sublicensee is not then in breach of the sublicense agreement.
Effect on Sublicenses. In the event of any termination of this Agreement, in whole or in part, under any of the provisions in this Article 10 resulting in the termination of any licenses granted to RayzeBio under Section 4.1, any existing Sublicense that contains a sublicense of rights terminated under this Agreement shall automatically terminate to the extent of such terminated rights [***] following the effective date of such termination of this Agreement; provided that if (i) such Sublicensee is an Affiliate of RayzeBio, (ii) such Sublicensee is in material default of any material provision of the applicable Sublicense such that RayzeBio would have the right to terminate such Sublicense or (iii) the basis for the termination of the Agreement is due to such Sublicensee’s actions or inactions ((i), (ii) and (iii) together, “Ineligible Sublicensees”), then the applicable Sublicense to which such Sublicensee is a party shall terminate effective immediately upon termination of this Agreement. Each Sublicensee subject to potential automatic termination under this Section 10.4.2 that is not an Ineligible Sublicensee shall have the right to enter into a direct license from PeptiDream (a “Direct License”) on substantially the same non-economic terms and conditions set forth in the Sublicense and on economic terms providing for the payment by such Sublicensee to PeptiDream of the consideration that otherwise would have been payable to PeptiDream if the applicable Sublicense and this Agreement were still simultaneously in effect. PeptiDream agrees to negotiate in good faith the final form of such Direct License on such financial terms and conditions; such final form of Direct License agreement shall not (a) impose any representations, warranties, obligations or liabilities on PeptiDream that are not included in this Agreement, (b) have any obligations that are greater than or inconsistent with the obligations of PeptiDream under this Agreement or (c) have any fewer rights than PeptiDream has under this Agreement, as applicable to the Direct License.
Effect on Sublicenses. Termination of this Agreement will automatically terminate all sublicenses which may have been granted by Company.
Effect on Sublicenses. Upon termination of this Agreement, for any reason, Xxxxxx shall promptly notify its Sublicensees of such termination. Upon notice by Vanderbilt of its intent to
Effect on Sublicenses. In the event of any termination of this Agreement for any reason for any Terminated Territory, at the written request of BMS to Immatics (on a Sublicensee-by-Sublicensee basis), any Sublicensee for such Reversion Product in the Field in the Terminated Territory, from the effective date of the applicable termination, will [**].
Effect on Sublicenses. In the event that the License granted to LICENSEE under this Agreement is terminated, any sublicense under such License granted prior to termination of said License shall remain in full force and effect, provided that
(a) the Sublicensee is not then in breach of its sublicense agreement;
(b) the Sublicensee agrees to be bound to LICENSOR as the licensor under the terms and conditions of this Agreement, as modified by the provisions of this Section 9.3; * Confidential Treatment Requested
Effect on Sublicenses. Upon termination of this Agreement in whole or in part, for any reason, Adial shall promptly notify its Sublicensees of such termination. Upon termination of this Agreement, (i) Adial shall no longer have the authority to grant further sublicenses and (ii) each Sublicense shall, to the extent provided for in such Sublicense and not imposing any obligations on Foundation in excess of those imposed on Foundation herein, survive termination of this Agreement and automatically be assigned to Foundation upon such termination, provided that the financial terms for Foundation are no less favorable than those in this Agreement.
