Common use of Licenses Following the Merck Participation Election Date Clause in Contracts

Licenses Following the Merck Participation Election Date. Subject to the terms of this Agreement, including Sections 10.7, 10.10 and [***], during the Merck Participation Term for a given Program, Merck, on behalf of itself and its Affiliates, hereby grants to Moderna a sublicensable (subject to Section 10.3(b)), worldwide licenses, under the Merck Technology, to: (i) Research mRNA Cancer Vaccines for such Program, solely under and in accordance with any applicable Additional Research Plan for such Program; provided, however, that [***]; (ii) Develop Collaboration Products from such Program, under and in accordance with any applicable Joint Development Plan and Budget for such Program or Independent Additional Study Development Plan for such Program; and (iii) subject to Sections 6.2 and 6.3, Manufacture Collaboration Products from such Program in accordance with the applicable Supply Agreements. Subject to Section 10.2(e), the licenses set forth in clauses (i), (ii) and (iii) will be co-exclusive (with Merck and its Affiliates).