Common use of Grant by Warner Clause in Contracts

Grant by Warner. Warner hereby grants and agrees to grant to LeukoSite under the Patent Rights of Warner and under Warner Collaboration Technology and Warner Background Technology (i) exclusive, worldwide licenses to the limited extent necessary to make, have made, use and sell (with the right to sublicense) each LeukoSite Product and (ii) co-exclusive licenses (non-sublicensable and shared only with Warner) to the limited extent necessary to use and sell each Warner-LeukoSite Product in the Designated Co-Promotion Countries pursuant to the terms of this Agreement. (a) Warner agrees that Warner will not use or grant rights to use Warner compounds identified as MCP-1 Inhibitors using the screens referred to in Section 1.1 for an MCP-1 Inhibitor and will not use or grant rights to use LeukoSite Background Technology or LeukoSite Collaboration Technology except for (i) activities under the Stage 1 Research Plan, (ii) activities under the Revised Stage 1 Research Plan, (iii) activities under the Stage 2 Research Plan, and/or (iv) activities with respect to development, marketing, sale, manufacture or use of a Warner Product and/or a Warner-LeukoSite Product for which payments are to be made to LeukoSite under this Agreement. (b) LeukoSite agrees that LeukoSite will not use or grant rights to use Warner compounds identified as MCP-1 Inhibitors using the screens referred to in Section 1.1 as an MCP-1 Inhibitor and will not use or grant rights to use Warner Background Technology or Warner Collaboration Technology except for (i) activities under the Stage 1 Research Plan, (ii) activities under the Revised Stage 1 Research Plan, (iii) activities licensed under the Stage 2 Research Plan, (iv) activities licensed to LeukoSite pursuant to Section 1.4(a) and/or (v) activities with respect to development, marketing, sale, manufacture or use of a LeukoSite Product for which payments are to be made to Warner under this Agreement.

Grant by Warner. Warner hereby grants and agrees to grant to LeukoSite under the Patent Rights of Warner and under Warner Collaboration Technology and Warner Background Technology (i) exclusive, worldwide licenses to the limited extent necessary to make, have made, use and sell (with the right to sublicense) each LeukoSite Product and (ii) co-exclusive licenses (non-sublicensable and shared only with Warner) to the limited extent necessary to use and sell each Warner-LeukoSite Product in the Designated Co-Promotion Countries pursuant to the terms of this Agreement. (a) Warner agrees that Warner will not use or grant rights to use Warner compounds identified as MCP-1 IL-8 Inhibitors using the screens referred to in Section 1.1 for an MCP-1 IL-8 Inhibitor and will not use or grant rights to use LeukoSite Background Technology or LeukoSite Collaboration Technology except for (i) activities under the Stage 1 Research Plan, (ii) activities under the Revised Stage 1 Research Plan, (iii) activities under the Stage 2 Research Plan, and/or (iviii) activities with respect to development, marketing, sale, manufacture or use of a Warner Product and/or a Warner-LeukoSite Product for which payments are to be made to LeukoSite under this Agreement. (b) LeukoSite agrees that LeukoSite will not use or grant rights to use Warner compounds identified as MCP-1 IL-8 Inhibitors using the screens referred to in Section 1.1 as an MCP-1 IL-8 Inhibitor and will not use or grant rights to use Warner Background Technology or Warner Collaboration Technology except for (i) activities under the Stage 1 Research Plan, (ii) activities under the Revised Stage 1 Research Plan, (iii) activities licensed under the Stage 2 Research Plan, (iviii) activities licensed to LeukoSite pursuant to Section 1.4(a) and/or (viv) activities with respect to development, marketing, sale, manufacture or use of a LeukoSite Product for which payments are to be made to Warner under this Agreement.

Grant by Warner. Warner hereby grants and agrees to grant to LeukoSite under the Patent Rights of Warner and under Warner Collaboration Technology and Warner Background Technology (i) exclusive, worldwide licenses to the limited extent necessary to make, have made, use and sell (with the right to sublicense) each LeukoSite Product and (ii) co-exclusive licenses (non-sublicensable and shared only with Warner) to the limited extent necessary to use and sell each Warner-LeukoSite Product in the Designated Co-Promotion Countries pursuant to the terms of this Agreement. (a) Warner agrees that Warner will not use or grant rights to use Warner compounds identified as MCP-1 IL-8 Inhibitors using the screens referred to in Section 1.1 for an MCP-1 IL-8 Inhibitor and will not use or grant rights to use LeukoSite Background Technology or LeukoSite Collaboration Technology except for (i) activities under the Stage 1 Research Plan, (ii) activities under the Revised Stage 1 Research Plan, (iii) activities under the Stage 2 Research Plan, and/or (iviii) activities with respect to development, marketing, sale, manufacture or use of a Warner Product and/or a Warner-LeukoSite Product for which payments are to be made to LeukoSite under this Agreement. (b) LeukoSite agrees that LeukoSite will not use or grant rights to use Warner compounds identified as MCP-1 IL-8 Inhibitors using the screens referred to in Section 1.1 as an MCP-1 IL-8 Inhibitor and will not use or grant rights to use Warner Background Technology or Warner Collaboration Technology except for (i) activities under the Stage 1 Research Plan, (ii) activities under the Revised Stage 1 Research Plan, (iii) activities licensed under the Stage 2 Research Plan, (iviii) activities licensed to LeukoSite pursuant to Section 1.4(a) and/or (viv) activities with respect to development, marketing, sale, manufacture or use of a LeukoSite Product for which payments are to be made to Warner under this Agreement.