License to Allergan. In addition, in the event that Allergan provides ASTI with a Reversion Notice (as such term is defined in Section 2.4 of the Research and Development Agreement) with respect to a Pre-Selection Product, ASTI hereby grants to Allergan, effective upon the date of such Reversion Notice, a worldwide, exclusive (even as to ASTI), perpetual license, with the right to sublicense, to conduct research and development with respect to such Pre-Selection Product and to make, have made, use, sell, have sold, import and export such Pre-Selection Product, subject to Allergan's obligation to pay Pre-Selection Product Payments and Developed Technology Royalties (as such terms are defined in the Research and Development Agreement).
License to Allergan. Subject to the terms and conditions of this Agreement, Spectrum hereby grants to Allergan and its Affiliates the following rights and licenses:
(a) an exclusive (even as to Spectrum, but subject to Section 2.2), irrevocable, right and license, under the Licensed Intellectual Property, with the right to grant sublicenses (subject to Section 2.3), to make, have made, use, conduct clinical trials for, sell, offer for sale, have sold, import, export, or otherwise exploit the Licensed Product in the Allergan Territory; provided, however, that Allergan shall not make, have made, use, conduct clinical trials for, sell, offer for sale, have sold, import, export, or otherwise exploit the Licensed Product, under the Licensed Intellectual Property, outside the Field of Use in the Allergan Territory without Spectrum’s consent;
(b) a non-exclusive, irrevocable, royalty-free right and license, under the Licensed Intellectual Property, with the right to grant sublicenses, to manufacture and have manufactured the Licensed Product in the Spectrum Territory solely for use or sale of such Licensed Product pursuant to Section 2.1(a); and
(c) a non-exclusive, irrevocable, royalty-free right and license, with the right to grant sublicenses, to use, perform, modify, create derivative works of, copy, display, reproduce and distribute any and all Documents on or relating to the Licensed Product for the purpose of exercising the rights granted in Section 2.1(a).
License to Allergan. Subject to the terms and conditions of this Agreement, upon Allergan’s exercise of an Option for a Collaboration Target Combination in accordance with Section 4.2 and Molecular Partners’ receipt of the applicable Option exercise fee, Molecular Partners shall grant to Allergan an exclusive (even as to Molecular Partners except as provided in Section 4.4), royalty-bearing license, with the right to sublicense solely as provided in Section 4.5, under the Molecular Partners Licensed Technology with respect to the Licensed Products for the applicable Licensed Target Combination, to make, use, sell, offer for sale and import such Licensed Products in the Field in the Territory. The foregoing license includes the right to have any of the foregoing performed pursuant to Section 4.5(b).
License to Allergan. 2 Subject to the other provisions of this Agreement, SUGEN hereby grants to Allergan the following rights and licenses:
(a) an exclusive, world-wide royalty-free license under the Licensed Technology to make and to use Drug Candidates and Back-Up Compounds therefor, in order to conduct pre-clinical and clinical development of such compounds in order to obtain Regulatory Approval for use in the Field as Licensed Products;
(b) an exclusive, world-wide, royalty-bearing license under the Licensed Technology, to make, have made, use, sell, offer for sale, and import Licensed Products.
License to Allergan. Subject to the terms and conditions of this Agreement, T2 Bio hereby grants Allergan a [***] license, with right of sublicense with T2 Bio’s prior consent, not to be unreasonably withheld, to use T2 Bio’s Background IP, T2 Bio [***] 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.
License to Allergan. Ligand and ALRT hereby grant to Allergan a non-exclusive, fully-paid, irrevocable and perpetual worldwide license under the Ligand Technology, the Program Technology and the licenses granted to Ligand under Section 2.1, with the right to sublicense, to use Ligand Selected Compounds, Ligand Exclusive Unsynthesized Compounds and Compound 1069 as intermediates in connection with the manufacture of Allergan Selected Compounds and/or Allergan Exclusive Unsynthesized Compounds, subject to the terms of this Agreement.
License to Allergan. Subject to the terms and conditions of this Agreement, Serenity and its Affiliates hereby grant to Allergan and its Affiliates, under Serenity’s rights in the Licensed Know-How and Licensed Patent Rights, a non-transferable (except in accordance with Section 14.2), sublicenseable (subject to Section 2.3), royalty-bearing, exclusive (even as to Serenity, but subject to Section 2.4) license to Develop, make, have made, use, sell, offer to sell, and import Products in the Field throughout the Territory.
License to Allergan. Subject to the terms and conditions of this Agreement, upon the last to occur of (i) Allergan’s exercise of an Option for a Collaboration Target Combination in accordance with Section 4.2, (ii) Molecular Partners’ receipt of the applicable Option exercise fee and (iii) if required, the expiration or termination of all applicable waiting periods (and any extensions thereof) under the HSR Act for any HSR Filing with respect to such Option exercise, Molecular Partners shall grant and does hereby grant to Allergan an exclusive (even as to Molecular Partners except as provided in Section 4.4), royalty-bearing license, with the right to sublicense solely as provided in Section 4.5, under the Molecular Partners Licensed Technology with respect to the Licensed Products for the applicable Licensed Target Combination to make, use, sell, offer for sale and import such Licensed Products in the Field in the Territory. The foregoing license includes the right to have any of the foregoing performed pursuant to Section 4.5(b).
License to Allergan. Subject to the terms and conditions of this Agreement, T2 Bio hereby grants Allergan a [***] license, with right of sublicense with T2 Bio’s prior consent, not to be unreasonably withheld, to use T2 Bio’s Background IP, T2 Bio Inventions, and any other intellectual property developed by T2 Bio or its Affiliates under this Agreement (excluding trademarks which are addressed in Section 4.1(e) and Section 6) during the Term (as defined below) solely to the extent required for Allergan to (x) perform its obligations under this Agreement, including Section 6.3, and (y) to use the Developed Products to conduct internal research, develop, optimize and improve its anti-infective therapeutic compounds and anti-infective therapeutic products.
License to Allergan. Subject to the terms and conditions of this Agreement, T2 Bio hereby grants Allergan a [***] license, with right of sublicense with T2 Bio’s prior consent, not to be unreasonably withheld, to use T2 Bio’s Background IP, T2 Bio [***] 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. Inventions, and any other intellectual property developed by T2 Bio or its Affiliates under this Agreement (excluding trademarks which are addressed in Section 4.1(e) and Section 6) during the Term (as defined below) solely to the extent required for Allergan to (x) perform its obligations under this Agreement, including Section 6.3, and (y) to use the Developed Products to conduct internal research, develop, optimize and improve its anti-infective therapeutic compounds and anti-infective therapeutic products.
