Licensed-Back; Effect on Royalties Clause Samples

Licensed-Back; Effect on Royalties. The [***] IP shall be (and is hereby) licensed back to Vaxcyte under the License Agreement (and, for clarity, this Agreement) on the same terms as the Sutro Patents, Sutro Know-How and Sutro Core Know-How are licensed under the License Agreement (as amended and modified by this Agreement) and this Agreement, respectively; provided, that notwithstanding anything to the contrary herein or in the Existing Agreements, Sutro acknowledges and agrees that neither ▇▇▇▇▇’s ownership of any such [***] IP nor Sutro’s ownership interest in any Jointly-Owned IP shall cause the Royalty Term under the License Agreement to extend [***] (i.e., such ownership or ownership interest [***] in respect of the references to [***] in the definition of [***], the definition of [***] or in [***]). Each Party’s interest in the Jointly-Owned IP shall be subject to the licenses granted under the Existing Agreements and this Agreement (and is hereby licensed in such manner), such that [***] shall have the exclusive right to exploit and freely sublicense the Jointly-Owned IP [***] in accordance with the Existing Agreements and this Agreement, and [***] shall have the exclusive right to exploit and freely sublicense the Jointly-Owned IP [***] in accordance with the Existing Agreements and this Agreement, in each case, without the obligation to obtain any consent from (or account to) the other Party in respect thereof.