Common use of License by License Transferring Party Clause in Contracts

License by License Transferring Party. At the time the License Transferring Party provides the License Materials to the License Materials Receiving Party as provided herein and to the extent not separately licensed under this License Agreement, the License Transferring Party hereby grants, and shall cause (within [***] after the execution of any License Material Transfer Agreement) its Affiliates to grant, to the License Materials Receiving Party a non-exclusive license under the Patents and Know-How Controlled by it to use such License Materials solely for the License Purpose, and such license, upon termination of this License Agreement (subject to Article 9), completion of the License Purpose, or discontinuation [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. of the use of such License Materials (whichever occurs first), shall automatically terminate. Except as otherwise provided under this License Agreement, all such License Materials delivered by the License Transferring Party, shall only be used by the License Materials Receiving Party in furtherance of the License Purpose, and shall be returned to the License Transferring Party or destroyed, in the License Transferring Party’s sole discretion, upon the termination of this License Agreement (subject to Article 9) or upon the discontinuation of the use of such License Materials (whichever occurs first), unless such Party has the right to continue to use such materials under the Master Collaboration Agreement, a Development & Commercialization Agreement for purposes permitted thereunder, including pursuant to intellectual property or material transfer agreements executed in connection therewith. The License Materials Receiving Party shall not [***].

License by License Transferring Party. At the time the License Transferring Party provides the License Jounce Program Licensed Materials to the License Licensed Materials Receiving Party as provided herein and to the extent not separately licensed under this PD-1 License Agreement, the License Transferring Party hereby grants, grants and shall cause (within [***] after the execution of any Jounce License Material Transfer Agreement) its Affiliates to grant, grant to the License Licensed Materials Receiving Party a non-exclusive license under the Patents and Know-How Controlled by it it, to use such License Jounce Licensed Materials solely for the License Jounce Licensed Purpose, and such license, upon termination of this PD-1 License Agreement (subject to Article 96), completion of the License Jounce Licensed Purpose, or discontinuation [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. of the use of such License Jounce Licensed Materials (whichever occurs first), shall automatically terminate. Except as otherwise provided under this PD-1 License Agreement, all such License Jounce Licensed Materials delivered by the License Transferring Party, shall only be used by or on behalf of (as permitted in this Section 2.7.2) the License Licensed Materials Receiving Party in furtherance of the License Jounce Licensed Purpose, and shall be returned to the License Transferring Party or destroyed, in the License Transferring Party’s sole discretion, upon the termination of this PD-1 License Agreement (subject to Article 96) or upon the discontinuation of the use of such License Jounce Licensed Materials (whichever occurs first), unless such Party has the right to continue to use such materials under the Master Collaboration Agreement, a Agreement or any other Co-Development & Co-Commercialization Agreement for purposes permitted thereunder, including pursuant to intellectual property or material transfer agreements executed in connection therewith. The License Licensed Materials Receiving Party shall not [***]cause the Jounce Licensed Materials to be used by or delivered to or for the benefit of any Third Party without the prior written consent of the License Transferring Party provided that such transfer shall be permitted to any Third Party that is a Third Party subcontractor, or permitted Sublicensee, of the Licensed Materials Receiving Party.

License by License Transferring Party. At the time the License Transferring Party provides the License Materials to the License Materials Receiving Party as provided herein and to the extent not separately licensed under this License Agreement, the License Transferring Party hereby grants, and shall cause (within [***] after the execution of any License Material Transfer Agreement) its Affiliates to grant, to the License Materials Receiving Party a non-exclusive license under the Patents and Know-How Controlled by it to use such License Materials solely for the License Purpose, and such license, upon termination of this License Agreement (subject to Article 9), completion of the License Purpose, or discontinuation [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. of the use of such License Materials (whichever occurs first), shall automatically terminate. Except as otherwise provided under this License Agreement, all such License Materials delivered by the License Transferring Party, shall only be used by the License Materials Receiving Party in furtherance of the License Purpose, and shall be returned to the License Transferring Party or destroyed, in the License Transferring Party’s sole discretion, upon the termination of this License Agreement (subject to Article 9) or upon the discontinuation of the use of such License Materials (whichever occurs first), unless such Party has the right to continue to use such materials under the Master Collaboration Agreement, a Development & Commercialization Agreement for purposes permitted thereunder, including pursuant to intellectual property or material transfer agreements executed in connection therewith. The License Materials Receiving Party shall not [***].