License upon Termination Clause Samples

License upon Termination. (a) Upon any termination of this Agreement, ALNYLAM shall enter into an agreement containing substantially the same provisions as this Agreement with any Sublicensees of PROTIVA existing at the time of such termination, covering the RNAi Products that had been licensed to such Sublicensee by PROTIVA in compliance with this Agreement, provided that at the time of any termination of this Agreement, such Sublicensees are in full compliance with the terms and conditions of the sublicense agreement. ALNYLAM acknowledges that such Sublicensees of PROTIVA that are then in full compliance with the terms and conditions of their respective sublicense agreement are third party beneficiaries of this Agreement, including this Section 12.6(a). (b) Upon any termination of this Agreement, PROTIVA shall enter into an agreement containing substantially the same provisions as this Agreement with any Sublicensees of ALNYLAM existing at the time of such termination, covering the RNAi Products and ▇▇▇▇▇ Products that had been licensed to such Sublicensee by ALNYLAM in compliance with this Agreement, provided that at the time of any termination of this Agreement, such Sublicensees are in full compliance with the terms and conditions of the sublicense agreement. PROTIVA acknowledges that such Sublicensees of ALNYLAM that are then in full compliance with the terms and conditions of their respective sublicense agreement are third party beneficiaries of this Agreement, including this Section 12.6(b).

License upon Termination. In the event this Agreement is terminated by B&L for cause pursuant to Section 16.2, Symbollon hereby grants B&L a fully paid-up, permanent, non-exclusive license to practice under any Invention covered by Section 12.2(a) or Joint Invention covered by Section 12.2(b) owned by Symbollon and to make, use and sell products utilizing any such Invention covered by Section 12.2(a) or Joint Invention covered by Section 12.2(b) in the Field in the Territory.

License upon Termination. Upon expiration or termination of this Agreement, so long as Client has fully complied with all of its obligations, and is not in default under this Agreement, (i) Provider shall, to the extent possible under the terms of any applicable Third Party license agreements, and without cost to Provider, grant to Client an irrevocable, nonexclusive, worldwide, nontransferable, paid-up (only to the extent of any fees payable to Provider or its Affiliates but not "paid-up" as to any Third Party licensors), perpetual license, for Client's internal use only, to the then-current, in-use versions of any Third Party software (with modifications) utilized by Provider to provide Services to Client under this Agreement and necessary for Client to use after expiration or termination of this Agreement to render the Services to itself and (ii) Provider shall without cost to Provider, grant to Client an irrevocable, nonexclusive, worldwide, nontransferable, paid up, perpetual license, for Client's internal use only, to the then-current, in-use versions of any Provider Intellectual Property utilized by Provider to provide Services to Client under this Agreement and necessary for Client to use after expiration or termination of this Agreement to render the Services to itself. Client shall be responsible for the additional charges to receive, continue, or expand the license rights granted by Provider under this Section 6.2 and for any maintenance charges associated with any software.

License upon Termination. In the event of a termination of this Agreement, FG shall have an irrevocable, exclusive, license, with the right to grant and authorize sublicenses, to any trademarks used by Astellas in association with the Lead Compounds hereunder to make, use, sell, import and otherwise exploit products within the Field in the Astellas Territory. Such license shall be royalty-free, provided, however, if such trademark is not a global trademark (i.

License upon Termination. In the event of any termination of this Agreement in its entirety for any reason, TenX hereby agrees to negotiate with Genmab in good faith, and shall cause its Affiliates and sublicensees to negotiate with Genmab in good faith, the granting of a license in the Field to Genmab under any patents or know-how owned or Controlled by TenX, its Affiliates or its sublicensees to the extent necessary to make, have made, import, use, offer to sell and sell each and any Product.

License upon Termination. In the event that Corning terminates its rights and obligations under this License Agreement pursuant to Section 3.2 or 4.4 above, it will provide ERC with copies of any technical information it has received from ERC or derived from ERC and grant ERC a worldwide right to use in the Field non-exclusively the patents or know-how owned by Corning and developed as a result of its use of the Licensed Technology pursuant to the terms of this license and prior to the date of such termination, royalty-free for the first five (5) years and thereafter bearing a royalty of (confidential treatment requested) payable to Corning of the Net Selling Price of any product manufactured or sold thereunder using such patents or know-how for a period of (confidential treatment requested) years from the date of such termination. If all of the applicable patents expire, before the end of such (confidential treatment requested) year period, the royalties will be attributable to the know-how.

License upon Termination. In the event this Agreement is terminated by BioCide pursuant to Section 10.2, Symbollon hereby grants BioCide a fully paid-up, permanent, non-exclusive license to practice under any Licensed Patents or Proprietary Information owned by Symbollon in the Field in the Territory.