Common use of LICENSES TO AFFILIATES AND SUBLICENSEES Clause in Contracts

LICENSES TO AFFILIATES AND SUBLICENSEES. Each Party shall, at the other Party's reasonable request, enter into license and/or royalty agreements directly with the other Party's Affiliates and permitted Sublicensees, in lieu of the license grant to or royalty obligation of the requesting Party; provided such agreements would not decrease the amount of royalties which would be owed hereunder. Such agreements shall contain the same language as contained herein with appropriate changes in parties and territory, and this Agreement shall be amended as appropriate. No such license and/or royalty agreement will relieve Organon or Ligand, as the case may be, of its obligations hereunder, and such Party will guarantee the obligations of its Affiliate or sublicense in any such agreement. Royalties received directly from one Party's Affiliates and Sublicensees shall be credited towards such Party's royalty obligations under this Agreement, as applicable.

Appears in 1 contract

Samples: Development and License Agreement (Ligand Pharmaceuticals Inc)

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LICENSES TO AFFILIATES AND SUBLICENSEES. Each Party party shall, at the other Partyparty's reasonable request, enter into license and/or royalty agreements directly with the other Partyparty's Affiliates and permitted Sublicenseessublicensees, in lieu of the license grant to or royalty obligation of the requesting Partyparty; provided such agreements would not decrease the amount of royalties which would be owed hereunder. Such agreements shall contain the same language as contained herein with appropriate changes in parties and territory, and this Agreement shall be amended as appropriate. No such license and/or royalty agreement will relieve Organon Warner or LigandCoCensys, as the case may be, of its obligations hereunder, and such Party party will guarantee the obligations of its Affiliate or sublicense sublicensee in any such agreement. Royalties received directly from one Partyparty's Affiliates and Sublicensees sublicensees shall be credited towards such Partyparty's royalty obligations under this AgreementSection 6.6 or 6.7 hereof, as applicable.

Appears in 1 contract

Samples: Certain (Cocensys Inc)

LICENSES TO AFFILIATES AND SUBLICENSEES. Each Party shall, at the other Party's reasonable request, enter into license and/or royalty agreements directly with the other Party's Affiliates and permitted Sublicensees, in lieu of the license grant to or royalty obligation of the requesting Party; provided such agreements would not decrease the amount of royalties which would be owed hereunder. Such agreements shall contain the same language as contained herein with appropriate changes in parties and territory, and this Agreement shall be amended as appropriate. No such license and/or royalty agreement will relieve Organon BMS or Ligand, as the case may be, of its obligations hereunder, and such Party will guarantee the obligations of its Affiliate or sublicense in any such agreement. Royalties received directly from one Party's Affiliates and Sublicensees shall be credited towards such Party's royalty obligations under this Agreement, as applicable.

Appears in 1 contract

Samples: Development and License Agreement (Ligand Pharmaceuticals Inc)

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LICENSES TO AFFILIATES AND SUBLICENSEES. Each Party shall, at the other Party's reasonable request, enter into license and/or royalty agreements directly with the other Party's Affiliates and permitted Sublicensees, in lieu of the license grant to or royalty obligation of the requesting Party; provided such agreements would not decrease the amount of royalties which would be owed hereunder. Such agreements shall contain the same language as contained herein with appropriate changes in parties and territory, and this Agreement shall be amended as appropriate. No such license and/or royalty agreement will relieve Organon Xxxxxx-Xxxxxxx or Ligand, as the case may be, of its obligations hereunder, and such Party will guarantee the obligations of its Affiliate or sublicense in any such agreement. Royalties received directly from one Party's Affiliates and Sublicensees shall be credited towards such Party's royalty obligations under this Agreement, as applicable.

Appears in 1 contract

Samples: Development and License Agreement (Ligand Pharmaceuticals Inc)

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