Common use of GRANT OF SUBLICENCE Clause in Contracts

GRANT OF SUBLICENCE. 2.1 Subject to the terms and conditions of this Agreement (including without limitation Clause 2.4) and to the extent to which the Licensor has the right to grant a licence in respect of the Patents, the Licensor hereby grants to the Licensee a non-exclusive, royalty-bearing (in relation to the Royalty Countries), non-sublicensable, non- transferable licence under the Patents to: (a) manufacture, have manufactured, use, sell, supply, import or export in the Territory Raw Materials for use in the manufacture of Products to be supplied to the Permitted Markets in the Territory solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients; and (b) manufacture, have manufactured, use, sell, have sold by an Approved Affiliate to the Permitted Markets, supply to the Permitted Markets, import or export Products in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients. 2.2 Subject to the terms and conditions of this Agreement (including without limitation Clause 2.4) and to the extent to which the Licensor has the right to grant a licence in respect of the Non-Territory Patents, the Licensor hereby grants to the Licensee a non- exclusive, royalty-bearing (in relation to the Royalty Countries), non-sublicensable, non-transferable licence under the Non-Territory Patents to: (a) manufacture, have manufactured, use, sell, have sold by an Approved Affiliate, supply, import or export outside the Territory Products exclusively for use, sale to the Permitted Markets, supply to the Permitted Markets, import or export of such Products in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients; (b) manufacture, have manufactured, use, sell, supply, import or export outside the Territory Raw Materials exclusively for supplying into the Territory for use in the manufacture of Products in the Territory to be supplied to the Permitted Markets in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients; and (c) manufacture, have manufactured, use, sell, supply, import or export outside the Territory Raw Materials for the manufacture of Products outside the Territory exclusively for use, sale to the Permitted Markets, supply to the Permitted Markets, import or export in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients. 2.3 Notwithstanding anything contained in this Agreement, nothing in this Agreement shall be construed to: (a) prevent the Licensee from engaging in any activities within any country of the Territory that would not infringe a Patent granted and in force in such country of the Territory; or (b) impose on the Licensee a positive obligation to (i) restrict the sales of Product to the Public Market only, (ii) pay any royalties pursuant to Clause 3, (iii) obtain approval for an Approved Public Market Approval pursuant to Clause 2.4, (iv) have packaging that specifies that products are not authorised for supply to the Private Market pursuant to Clause 8.2 or (v) provide the statements contemplated by Clause 11.2, in each case in relation to the supply of Product into a country of the Territory where such supply would not infringe a Patent granted and in force in such country of the Territory. 2.4 The Licensee may supply Product pursuant to and in accordance with this Agreement in the Public Market of any jurisdiction within the Royalty Countries pursuant to a procurement process of any Public Market entity, only if the supply contemplated by that procurement is approved in writing by the Licensor, with such approval to be deemed provided after five (5) Business Days after receipt of the request for approval, unless the Licensor has expressly indicated that approval is not granted (an “Approved Public Market Procurement”). 2.5 Other than as set in Clauses 2.1 and 2.2, no rights are granted to the Licensee under this Agreement to manufacture, sell or supply either Raw Materials or Products inside or outside the Territory. The licence granted under this Agreement is subject to the intellectual property rights of any Third Party anywhere inside or outside the Territory. For avoidance of doubt, it shall not be a breach of this Agreement for licensee to manufacture, use, sell or supply Products or Raw Materials outside the Territory where such activities would not infringe Non-Territory Patents, including, without limitation, where a country outside the Territory has issued a compulsory licence on Non-Territory Patent(s) provided that Licensee is authorised to supply such country under the compulsory licence and such use is within the scope of the compulsory licence.

GRANT OF SUBLICENCE. 2.1 Subject to the terms and conditions of this Agreement (including without limitation Clause 2.4) and to the extent to which the Licensor has the right to grant a licence in respect of the Patents, the Licensor hereby grants to the Licensee a non-exclusive, royalty-bearing (in relation to the Royalty Countries)bearing, non-sublicensable, non- non-transferable licence under the Patents to: (a) manufacture, have manufactured, use, sell, supply, import or export in the Territory Raw Materials for use in the manufacture of Products to be supplied to the Permitted Markets Public Market in the Territory solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients; and (b) manufacture, have manufactured, use, sellsell to the Public Market, have sold by an Approved Affiliate to the Permitted MarketsPublic Market, supply to the Permitted MarketsPublic Market, import or export Products in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients. 2.2 Subject to the terms and conditions of this Agreement (including without limitation Clause 2.4) and to the extent to which the Licensor has the right to grant a licence in respect of the Non-Territory Patents, the Licensor hereby grants to the Licensee a non- exclusive, royalty-bearing (in relation to the Royalty Countries)bearing, non-sublicensable, non-transferable licence under the Non-Non- Territory Patents to: (a) manufacture, have manufactured, use, sell, have sold by an Approved Affiliate, supply, import or export outside the Territory Products exclusively for use, sale to the Permitted MarketsPublic Market, supply to the Permitted MarketsPublic Market, import or export of such Products in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients; (b) manufacture, have manufactured, use, sell, supply, import or export outside the Territory Raw Materials exclusively for supplying into the Territory for use in the manufacture of Products in the Territory to be supplied to the Permitted Markets Public Market in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients; and (c) manufacture, have manufactured, use, sell, supply, import or export outside the Territory Raw Materials for the manufacture of Products outside the Territory exclusively for use, sale to the Permitted MarketsPublic Market, supply to the Permitted MarketsPublic Market, import or export in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Patients. 2.3 Notwithstanding anything contained in this Agreement, nothing in this Agreement shall be construed to: (a) prevent the Licensee from engaging in any activities within any country of the Territory that would not infringe a Patent granted and in force in such country of the Territory; or (b) impose on the Licensee a positive obligation to (i) restrict the sales of Product to the Public Market only, (ii) pay any royalties pursuant to Clause 3, (iii) obtain approval for an Approved Public Market Approval Procurement pursuant to Clause 2.4, (iv) have packaging that specifies that products are not authorised for supply to carries the Private Market pursuant to statements specified in Clause 8.2 or (v) provide the statements reports contemplated by Clause 11.2Clauses 11.2 and 11.3, in each case in relation to the supply of Product into a country of the Territory where such supply would not infringe a Patent granted and in force in such country of the Territory. 2.4 The Licensee may must obtain prior written approval from the Licensor for any sale or supply Product pursuant to and in accordance with this Agreement in of Product(s) by the Public Market of any jurisdiction Licensee within the Royalty Countries pursuant to a procurement process of any Public Market entity, only if the supply contemplated by that procurement is approved in writing by the LicensorTerritory, with such approval to be deemed provided after five (5) Business Days after receipt by the Licensor of the a written request for approval, unless the Licensor has expressly indicated that approval is not granted (an “Approved Public Market Procurement”). Any such written request for approval shall include (i) copies of the relevant Public Market procurement documentation regarding the proposed sale or supply and (ii) appropriate documentary evidence (as reasonably determined by the Licensor) of the Usage Period. Where the Licensee’s request for approval includes a request that ViiV agrees that a special increased Product Access Percentage should apply pursuant to Clause 3.5, the Licensee must provide all necessary documentation for the Licensor and ViiV to consider the same. For the avoidance of doubt, approval from ViiV that a special increased Product Access Percentage be applied shall not be deemed provided unless ViiV has expressly agreed in writing to said request. 2.5 Other than as set out in Clauses 2.1 and 2.2, no rights are granted to the Licensee under this Agreement to manufacture, sell or supply either Raw Materials or Products inside or outside the Territory. The licence granted under this Agreement is subject to the intellectual property rights of any Third Party anywhere inside or outside the Territory. For the avoidance of doubt, it shall not be a breach of this Agreement for licensee the Licensee to manufacture, use, sell or supply Products or Raw Materials outside the Territory where such activities would not infringe Non-Territory Patents, including, without limitation, where a country outside the Territory has issued a compulsory licence on Non-Territory Patent(s) provided that the Licensee is authorised to supply such country under the compulsory licence and such use is within the scope of the compulsory licence.

GRANT OF SUBLICENCE. 2.1 Subject to the terms and conditions of this Agreement (including without limitation Clause 2.4) and to the extent to which the Licensor has the right to grant a licence in respect of the Patents, the Licensor hereby grants to the Licensee a non-exclusive, royalty-bearing (in relation to the Royalty Countries)free, non-sublicensable, non- transferable licence under the Patents to: (a) manufacture, have manufactured, use, sell, supply, import or export in the Territory Raw Materials for use in the manufacture of Products to be supplied to the Permitted Markets in the Territory solely for use in antiretroviral therapy for HIV / AIDS in Adult PatientsAIDS; and (b) manufacture, have manufactured, use, sell, have sold by an Approved Affiliate to the Permitted Markets, supply to the Permitted Marketssupply, import or export Products in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult PatientsAIDS. 2.2 Subject to the terms and conditions of this Agreement (including without limitation Clause 2.4) and to the extent to which the Licensor has the right to grant a licence in respect of the Non-Territory Patents, the Licensor hereby grants to the Licensee a non- non-exclusive, royalty-bearing (in relation to the Royalty Countries)free, non-non- sublicensable, non-transferable licence under the Non-Territory Patents to: (a) manufactureManufacture, have manufactured, use, sell, have sold by an Approved Affiliate, supply, import or export outside the Territory Products exclusively for use, sale to the Permitted Marketssale, supply to the Permitted Marketssupply, import or export of such Products in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult PatientsAIDS; (b) manufacture, have manufactured, use, sell, supply, import or export outside the Territory Raw Materials exclusively for supplying into to the Territory for use in the manufacture of Products in the Territory to be supplied to the Permitted Markets in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult PatientsAIDS; and (c) manufacture, have manufactured, use, sell, supply, import or export outside the Territory Raw Materials for the manufacture of Products outside the Territory exclusively for use, sale to the Permitted Marketssale, supply to the Permitted Marketssupply, import or export in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult PatientsAIDS. 2.3 Notwithstanding anything contained in this Agreement, nothing in this Agreement shall be construed to: (a) to prevent the Licensee from engaging in any activities within any country of the Territory that would not infringe a Patent granted and in force in such country of the Territory; or (b) impose on the Licensee a positive obligation to (i) restrict the sales of Product to the Public Market only, (ii) pay any royalties pursuant to Clause 3, (iii) obtain approval for an Approved Public Market Approval pursuant to Clause 2.4, (iv) have packaging that specifies that products are not authorised for supply to the Private Market pursuant to Clause 8.2 or (v) provide the statements contemplated by Clause 11.2, in each case in relation to the supply of Product into a country of the Territory where such supply would not infringe a Patent granted and in force in such country of the Territory. 2.4 The Licensee may supply Product pursuant to and in accordance with this Agreement in the Public Market of any jurisdiction within the Royalty Countries pursuant to a procurement process of any Public Market entity, only if the supply contemplated by that procurement is approved in writing by the Licensor, with such approval to be deemed provided after five (5) Business Days after receipt of the request for approval, unless the Licensor has expressly indicated that approval is not granted (an “Approved Public Market Procurement”). 2.5 Other than as set in Clauses 2.1 and 2.2, no rights are granted to the Licensee under this Agreement to manufacture, sell or supply either Raw Materials or Products inside or outside the Territory. The licence granted under this Agreement is subject to the intellectual property rights of any Third Party anywhere inside or outside the Territory. For avoidance of doubt, it shall not be a breach of this Agreement for licensee to manufacture, use, sell or supply Products or Raw Materials outside the Territory where such activities would not infringe Non-Territory Patents, including, without limitation, where a country outside the Territory has issued a compulsory licence on Non-Territory Patent(s) provided that Licensee is authorised to supply such country under the compulsory licence and such use is within the scope of the compulsory licence. For the avoidance of doubt, the Licensee’s licence to have manufactured by a Third Party Raw Materials and Products in accordance with Clauses 2.1 and 2.2 shall not be construed as a right to sublicense manufacture for supply to any Third Party. The Licensee shall procure that any Third Party manufacturer shall comply with the terms of this Agreement as if it was the Licensee, and the Licensee shall remain fully liable for the acts and omissions of such Third Party manufacturer. 2.5 Save for the right to have manufactured Raw Materials and Products in accordance with Clauses 2.1 and 2.2, this Agreement confers no rights on the Licensee to sublicense its rights hereunder, which is expressly prohibited. 2.6 The Licensee shall, acting in compliance with all applicable laws and regulations, use its best endeavours to maximise access to the Products in the Territory. 2.7 It is expressly acknowledged by the Licensee that this Agreement confers no intellectual property rights whatsoever on the Licensee other than those expressly granted in Clauses 2.1 and 2.2 for the term of this Agreement. Without prejudice to the generality of the foregoing, other than as expressly granted in Clause 2.1 and 2.2, no licence is granted to the Licensee to perform any acts or omissions which infringe: (a) any rights (including, but not limited to, patent rights) of the Licensor, ViiV and/or any of their Affiliates and/or their sublicensees inside or outside the Territory; and/or (b) any rights of any Third Party (including, without limitation, ViiV and their Affiliates) inside or outside the Territory.

GRANT OF SUBLICENCE. 2.1 Subject to the terms and conditions of this Agreement (including without limitation Clause 2.4) and to the extent to which the Licensor has the right to grant a licence in respect of the Patents, the Licensor hereby grants to the Licensee a non-exclusive, royalty-bearing (in relation to the Royalty Countries)free, non-sublicensable, non- transferable licence under the Patents to: (a) manufacture, have manufactured, use, sell, supply, import or export in the Territory Raw Materials for use in the manufacture of Products to be supplied to the Permitted Markets in the Territory solely for use in antiretroviral therapy for HIV / AIDS in Adult Child Patients; and (b) manufacture, have manufactured, use, sell, have sold by an Approved Affiliate to the Permitted MarketsAffiliate, supply to the Permitted Marketssupply, import or export Products in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Child Patients. 2.2 Subject to the terms and conditions of this Agreement (including without limitation Clause 2.4) and to the extent to which the Licensor has the right to grant a licence in respect of the Non-Territory Patents, the Licensor hereby grants to the Licensee a non- non-exclusive, royalty-bearing (in relation to the Royalty Countries)free, non-non- sublicensable, non-transferable licence under the Non-Territory Patents to: (a) manufacture, have manufactured, use, sell, have sold by an Approved Affiliate, supply, import or export outside the Territory Products exclusively for use, sale to the Permitted Marketssale, supply to the Permitted Marketssupply, import or export of such Products in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Child Patients; (b) manufacture, have manufactured, use, sell, supply, import or export outside the Territory Raw Materials exclusively for supplying into the Territory for use in the manufacture of Products in the Territory to be supplied to the Permitted Markets in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Child Patients; and (c) manufacture, have manufactured, use, sell, supply, import or export outside the Territory Raw Materials for the manufacture of Products outside the Territory exclusively for use, sale to the Permitted Marketssale, supply to the Permitted Marketssupply, import or export in each case in the Territory and solely for use in antiretroviral therapy for HIV / AIDS in Adult Child Patients. 2.3 Notwithstanding anything contained in this Agreement, nothing in this Agreement shall be construed to: (a) prevent the Licensee from engaging in any activities within any country of the Territory that would not infringe a Patent granted and in force in such country of the Territory; , or (b) impose on the Licensee a positive obligation to (i) restrict the sales of Product to the Public Market onlyany person other than a Child Patient, (ii) pay any royalties pursuant to Clause 3, (iii) obtain approval for an Approved Public Market Approval pursuant to Clause 2.4, (iv) have packaging that specifies that products are not authorised for supply to the Private Market any person other than a Child Patient, pursuant to Clause 8.2 7.2 or (viv) provide the statements contemplated by Clause 11.210.2, in each case in relation to the supply of Product into a country of the Territory where such supply would not infringe a Patent granted and in force in such country of the Territory. 2.4 The Licensee may supply Product pursuant to and in accordance with this Agreement in the Public Market of any jurisdiction within the Royalty Countries pursuant to a procurement process of any Public Market entity, only if the supply contemplated by that procurement is approved in writing by the Licensor, with such approval to be deemed provided after five (5) Business Days after receipt of the request for approval, unless the Licensor has expressly indicated that approval is not granted (an “Approved Public Market Procurement”). 2.5 Other than as set in Clauses 2.1 and 2.2, no rights are granted to the Licensee under this Agreement to manufacture, sell or supply either Raw Materials or Products inside or outside the Territory. The licence granted under this Agreement is subject to the intellectual property rights of any Third Party anywhere inside or outside the Territory. For avoidance of doubt, it shall not be a breach of this Agreement for licensee to manufacture, use, sell or supply Products or Raw Materials outside the Territory where such activities would not infringe Non-Territory Patents, including, without limitation, where a country outside the Territory has issued a compulsory licence on Non-Territory Patent(s) provided that Licensee is authorised to supply such country under the compulsory licence and such use is within the scope of the compulsory licence.