Common use of Exclusivity and Rights to Distribution Clause in Contracts

Exclusivity and Rights to Distribution. A. Subject to the Licensee's compliance with the terms of this Agreement, the Licensor hereby grants to the Licensee during the Term, a non-assignable, non-transferable exclusive right to use the Patents for any legal purpose, including, but not limited to, research using the Patents in order to develop Technologies and Products, the manufacture and sale of Products, the sublicense to third parties of such Technologies, and the sublicense to third parties of the rights to manufacture and sell such Products. B. The Licensee shall have the right to retain and utilize Sublicensees; provided, however, that as a condition of any such Sublicensee being retained and/or utilized, the Licensee must (1) obtain the written consent of the Licensor, which consent shall not be unreasonably withheld, and (2) each such Sublicensee shall execute an agreement which shall be in the form of Exhibit “C” which is annexed hereto and made a part hereof. C. The Licensee or any Sublicensee shall be responsible for any costs which it incurs with respect to any research involving, manufacture or sale of Products involving, sublicense of Technologies involving, or other use of, the Patents. D. The Licensor retains no rights to the Patents during the Term of this Agreement. Subsequent to the Term of this Agreement, all rights revert to the Licensor until the expiration date of each such Patent; the Licensor shall not have any obligation to Sublicensees of the Licensee, and may sell Products, sublicense Technologies, and sublicense the rights to manufacture and sell Products to the Licensee’s Sublicensees and customers.

Exclusivity and Rights to Distribution. A. Subject to the Licensee's compliance with the terms of this Agreement, the Licensor hereby grants to the Licensee during the Term, a non-assignable, non-transferable exclusive right to use the Patents for any legal purpose, including, but not limited to, research using the Patents in order to develop Technologies and Products, the manufacture and sale of Products, the sublicense to third parties of such Technologies, and the sublicense to third parties of the rights to manufacture and sell such Products. B. The Licensee shall have the right to retain and utilize Sublicensees; provided, however, that as a condition of any such Sublicensee being retained and/or utilized, the Licensee must (1) obtain the written consent of the Licensor, which consent shall not be unreasonably withheld, and (2) each such Sublicensee shall execute an agreement which shall be in the form of Exhibit “"C” " which is annexed hereto and made a part hereof. C. The Licensee or any Sublicensee shall be responsible for any costs which it incurs with respect to any research involving, manufacture or sale of Products involving, sublicense of Technologies involving, or other use of, the Patents. D. The Licensor retains no rights to the Patents during the Term of this Agreement. Subsequent to the Term of this Agreement, all rights revert to the Licensor until the expiration date of each such Patent; the Licensor shall not have any obligation to Sublicensees of the Licensee, and may sell Products, sublicense Technologies, and sublicense the rights to manufacture and sell Products to the Licensee’s 's Sublicensees and customers.