HMI Third-Party License. HMI will (a) maintain Control of all Patent Rights and Know-How licensed to NVS under each Third Party License to which HMI or its Affiliates is a party; (b) not materially breach or be in material default under any Third Party License to which HMI or its Affiliates is a party under which HMI Controls HMI Licensed Technology [***] for NVS to Research, Develop, Manufacture or Commercialize any Candidates or Products pursuant to this Agreement in a manner that would permit the counterparty thereto to terminate such Third Party License or otherwise diminish the scope or exclusivity of the licenses granted to NVS under the HMI Licensed Technology; and (c) not terminate or breach any Third Party License to which HMI or its Affiliates is a party in a manner that would terminate rights that are sublicensed to NVS or otherwise diminish the scope or exclusivity of the licenses granted to NVS under the HMI Licensed Technology. In the event that HMI receives notice of an alleged material breach by HMI or its Affiliates under any such Third Party License, where termination of such Third Party License or any diminishment of the scope or exclusivity of the licenses granted to NVS under the HMI Licensed Technology is being or could be sought by the counterparty, then HMI will promptly, but in no event less than [***] thereafter, provide written notice thereof to NVS and grant NVS the right (but not the obligation) to cure such alleged breach. HMI will not amend any Third Party License to which HMI or its Affiliates is a party in any manner that [***] affects NVS’ exclusive rights to Research, Develop, Manufacture or Commercialize any Candidates or Products pursuant to this Agreement without NVS’ prior written consent.
Appears in 4 contracts
Samples: Collaboration and License Agreement (Homology Medicines, Inc.), Collaboration and License Agreement (Homology Medicines, Inc.), Collaboration and License Agreement (Homology Medicines, Inc.)
