Common use of FUTURE TECHNOLOGY LICENSES Clause in Contracts

FUTURE TECHNOLOGY LICENSES. LICENSOR acknowledges that it is continuing to develop cell-based technology, the existence or significance of which it may not have disclosed to LICENSEE. Therefore, LICENSOR further agrees that in the event any of its technology now perfected or pending as of the date of this agreement but not specifically enumerated herein would inhibit or adversely affect the commercial use by LICENSEE of the PATENT RIGHTS in the field, LICENSOR shall waive any claim of infringement to the extent necessary to permit LICENSEE to continue the use of the PATENT RIGHTS under this Agreement. In addition, LICENSOR agrees to license to LICENSEE on a non-exclusive basis for uses in the FIELDS, including any rights acquired under Section 15.18 hereof, the rights to any technology it currently owns or has licensed or develops or licenses in the future that is applicable to such FIELDS (but specifically excluding applications involving the use of cells in the treatment of tumors where the primary use of the cells is the destruction or reduction of tumors and does not involve regeneration of tissue or organ function). Such license shall provide for royalty payments at the same rate as LICENSEE’S royalty to LICENSOR hereunder as provided in Section 4.2(a). Such license will be sublicensable only once in a given field of use; or for the purpose of having products produced, made, or distributed; or in connection with a merger or consolidation of LICENSEE into another company or a sale of all or substantially all of the assets of LICENSEE. LICENSOR shall also have no obligations hereunder with respect to technology licenses it has or may acquire if such licenses restrict sublicensing in a manner inconsistent with this subparagraph.