Common use of Licenses During Internal SAV Program Term and POC Term Clause in Contracts

Licenses During Internal SAV Program Term and POC Term. (i) Subject to the terms of this Agreement, solely to the extent Moderna conducts Manufacturing activities in accordance with the supply terms set forth in Exhibit N for a given Merck Internal SAV Program, during the Internal SAV Program Term for such Merck Internal SAV Program, Merck, on behalf of itself and its Affiliates, hereby grants to Moderna a sublicensable (subject to Section 10.3(a)), worldwide, co-exclusive license (with Merck and its Affiliates), under the Merck Technology to perform Manufacturing activities on SAVs in accordance with the terms set forth in Exhibit N for such Merck Internal SAV Program. (ii) Subject to the terms of this Agreement, solely with respect to Moderna’s Research, Development and Manufacturing activities under a given POC Plan or, to the extent permitted pursuant to Section 3.3(d), during the POC Term for such Program, Merck, on behalf of itself and its Affiliates, hereby grants to Moderna a sublicensable (subject to Section 10.3(b)), worldwide, co-exclusive license (with Merck and its Affiliates), under the Merck Technology, to perform Research, Development and Manufacturing activities under the applicable POC Plan or as otherwise provided by Section 3.3(d).

Licenses During Internal SAV Program Term and POC Term. (i) Subject to the terms of this Agreement, solely to the extent Moderna conducts Manufacturing activities in accordance with the supply terms set forth in Exhibit N for a given Merck Internal SAV Program, during the Internal SAV Program Term for such Merck Internal SAV Program, Merck, on behalf of itself and its Affiliates, hereby grants to Moderna a sublicensable (subject to Section 10.3(a)), worldwide, co-co- exclusive license (with Merck and its Affiliates), under the Merck Technology to perform Manufacturing activities on SAVs in accordance with the terms set forth in Exhibit N for such Merck Internal SAV Program. (ii) Subject to the terms of this Agreement, solely with respect to Moderna’s Research, Development and Manufacturing activities under a given POC Plan or, to the extent permitted pursuant to Section 3.3(d), during the POC Term for such Program, Merck, on behalf of itself and its Affiliates, hereby grants to Moderna a sublicensable (subject to Section 10.3(b)), worldwide, co-exclusive license (with Merck and its Affiliates), under the Merck Technology, to perform Research, Development and Manufacturing activities under the applicable POC Plan or as otherwise provided by Section 3.3(d).