License to Licensor. Subject to the terms of this Agreement, Licensee hereby grants Licensor an exclusive (even as to Licensee and its Affiliate) and royalty free license under Licensee IP to Develop, make, have made, use, sell, offer for sale, import and otherwise Commercialize the Products outside the Territory.
License to Licensor. Subject to the terms and conditions of this Agreement, Licensee hereby grants to Licensor and Licensor hereby accepts, a non-exclusive, fully paid up license (with the right to sublicense) to receive and use all information, data and regulatory documentation generated by Licensee and its Affiliates, agents and sub-licensees relating to the Compound and/or any Product for any purpose outside the Field. Licensee hereby grants to Licensor and Licensor hereby accepts, a non-exclusive, fully paid up license (with the right to sublicense) to any improvements to the Licensor Patent Rights for any purpose outside the Field. [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
License to Licensor. Effective upon termination of this Agreement by Licensor pursuant to Section 10.2 or by Novartis pursuant to Section 10.3, Novartis will grant Licensor an exclusive worldwide, fee-bearing (subject to Section 11.3) license, with the right to grant sublicenses [***] under its interest in the Product Marks to Develop, manufacture, and Commercialize Reversion Products in the Field that are being Commercialized as of the effective date of termination.
License to Licensor. Upon any termination of the Exclusive License, except pursuant to Section 13.2.2 or 13.2.3 or pursuant to Licensee’s termination of this Agreement pursuant to Section 13.3 (pursuant to a breach by Licensor), Licensee shall be automatically deemed to grant to Licensor a worldwide, nonexclusive, irrevocable, royalty-free, sublicensable license in the Territory under the Licensee ADC Know-How and Licensee ADC Patents to identify, develop and commercialize products that contain an ADC consisting of an Antibody that binds specifically to the Designated Antigen.
License to Licensor. Subject to the terms and conditions of this Agreement (including the confidentiality obligations in ARTICLE 7), Xxxxxxx hereby grants, on behalf of itself and its Affiliates, to Licensor, a non-exclusive, worldwide, perpetual, irrevocable, fully paid-up license, with no right to sublicense other than to Affiliates of Licensor and subcontractors acting on Licensor’s or its Affiliates’ behalf, under Xxxxxxx’x and its Affiliates’ interest in any Know- How that is disclosed to Licensor under this Agreement, for any purpose other than the Exploitation of the Licensed Compounds and Licensed Products in the Field in the Territory; provided, however, that such license does not include a right to practice any Patents. For clarity, the foregoing license grant does not give Licensor the right to disclose any Confidential Information of Xxxxxxx, except as provided in Section 7.3.
License to Licensor. Subject to the provisions and terms of this Agreement, Licensee hereby grants to Licensor a non-exclusive, royalty-free, sublicenseable license under the Licensee Patents and Licensee Know-How in the Territory, solely to the extent necessary to enable Licensor to perform or have performed its responsibilities under this Agreement. *** Certain information on this page 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 Licensor. Company hereby grants to Licensor, effective upon such termination, an exclusive, royalty-bearing, worldwide license (with the right to grant sublicenses through multiple tiers) under the Termination Know-How and Termination Patents solely to research, develop, make, have made, use, sell, offer for sale, import Licensed Products in the Field. Licensor shall pay to Company a royalty on net sales of Licensed Products by Licensor or its Affiliate or sublicensee as follows: (a) [***]; (b) [***]; or (c) [***]. Such royalties will be determined using the definition of Net Sales applied mutatis mutandis to sales by Licensor, its Affiliates and sublicensees, and the term of such royalty shall be the longer of, with respect to a Licensed Product and country, (i) 10 years from First Commercial Sale of such Licensed Product in such country or (ii) the expiration of the last-to-expire Licensed Patent or Termination Patent in such country that Covers the composition of matter of such Licensed Product, the manufacture of such Licensed Product in such country, or a method of use of such Licensed Product for an indication for which Regulatory Approval has been obtained in such country. The terms of such royalties shall be as set forth in Sections 4.5, 4.7, 4.8, 4.9 and 4.10–4.14 as applied mutatis mutandis to Company and its Affiliates and sublicensees.
License to Licensor. Subject to the terms and conditions of this Agreement, including section 8.1, Licensee hereby grants to Licensor an exclusive (even as to Licensee), fully paid, royalty-free right and license (with the right to grant sublicenses), under the Licensee Know How, to (A) develop Product in the Field in order to obtain or maintain Regulatory Approval in the Licensor Territory, and (B) make, use, sell, offer for sale, import, distribute, warehouse, market, promote, apply for and submit applications for Drug Approval, Pricing Approval and Reimbursement Approval, and otherwise commercialize Product in the Field in the Licensor Territory. Confidential Materials Omitted and Filed Separately with the Securities and Exchange Commission Pursuant to a Request for Confidential Treatment under Rule 24b-2 under the Exchange Act of 1934, as amended. Confidential Portions are marked: [***]
License to Licensor. The Licensee hereby grants a license to Licensor for use outside of the Territory, under all Licensee’s Intellectual Property Rights related to Inventions, know-how or any new or modified source code generated by Licensee in the course of registration and Localization of the Imported Products (including as described above in subsection (c)). This license is an irrevocable, worldwide (exclusive of the Territory), exclusive, fully paid up, royalty-free license to make, have made, use, and commercialize (including rights to sublicense through multiple tiers) the Imported Products and other products, including those related to, derived from, or similar to the Imported Products (however excluding Domestic Products or its successor products or derivatives, which should be subject to the succeeding paragraph). The Licensee hereby grants a license to Licensor for use outside of the Territory, under all Licensee’s Intellectual Property Rights related to Inventions, know-how or any new or modified source code generated by Licensee in the course of registration, Localization and Manufacturing of the Domestic Products (including as described above in subsection (c)). This license is an irrevocable, worldwide (exclusive of the Territory), exclusive, fully paid up, royalty-free license to make, have made, use, and commercialize (including rights to sublicense through multiple tiers) the Domestic Products and other products, including those related to, derived from, or similar to the Domestic Products. However, such license of Intellectual Property Rights regarding Domestic Products shall cease to be effective upon the termination of this Agreement in accordance with Article 13 hereof, and Licensor shall stop using such Intellectual Property Rights regarding Domestic Products upon the termination of this Agreement.
License to Licensor. Subject to the terms and conditions of this Agreement, EQRx hereby grants to Licensor, on behalf of itself and its Affiliates, a non-exclusive, transferrable (subject to Section 16.6 (Assignment)) license, with the right to sublicense (through multiple tiers), under the EQRx Licensed Technology to (a) Exploit the Licensed Antibodies and Licensed Products in the Field in the Excluded Jurisdictions, (b) conduct any Development or Manufacturing activities outside the Excluded Jurisdictions for the purpose of Commercializing the Licensed Antibodies or Licensed Products in the Field in the Excluded Jurisdictions, or (c) conduct activities as otherwise permitted under this Agreement or a Global Development Plan.
