Common use of Licenses to Affiliates Clause in Contracts

Licenses to Affiliates. Each party shall, at the other party’s request, sign license and/or royalty agreements directly with the other party’s Affiliates and sublicensees in those situations where 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. No such license and/or royalty agreement will relieve Warner or Onyx, as the case may be, of its obligations hereunder, and such party will guarantee the obligations of its Affiliate or sublicensee in any such agreement. Royalties received directly from one party’s Affiliates and sublicensees shall be credited towards such party’s royalty obligations under Section 6.3 or 6.5 hereof, as applicable.

Appears in 2 contracts

Samples: Development and Marketing Collaboration Agreement (Onyx Pharmaceuticals Inc), Development and Marketing Collaboration Agreement (Onyx Pharmaceuticals Inc)

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Licenses to Affiliates. Each party shall, at the other party’s 's request, sign license and/or royalty agreements directly with the other party’s 's Affiliates and sublicensees in those situations where 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. No such license and/or royalty agreement will relieve Warner or Onyx, as the case may be, of its obligations hereunder, and such party will guarantee the obligations of its Affiliate or sublicensee in any such agreement. Royalties received directly from one party’s 's Affiliates and sublicensees shall be credited towards such party’s 's royalty obligations under Section 6.3 or 6.5 hereof, as applicable.

Appears in 1 contract

Samples: Research, Development and Marketing Collaboration Agreement (Onyx Pharmaceuticals Inc)

Licenses to Affiliates. Each party shall, at the other party’s request, sign license and/or royalty agreements directly with the other party’s Affiliates and sublicensees in those situations where 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. No such license and/or royalty agreement will relieve Warner or Onyx, as the case may be, of its obligations hereunder, and such party will guarantee the obligations of its Affiliate or sublicensee in any such agreement. Royalties received directly from one party’s Affiliates and sublicensees shall be credited towards such party’s royalty obligations under Section 6.3 5.3 or 6.5 5.4 hereof, as applicable.

Appears in 1 contract

Samples: Collaboration Agreement (Onyx Pharmaceuticals Inc)

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Licenses to Affiliates. Each party Party shall, at the other party’s Party's request, sign license and/or royalty agreements directly with the other party’s Party's Affiliates and sublicensees in those situations where such agreements would not decrease the amount of royalties which would be owed paid hereunder, net of withholding obligations. Such agreements shall contain the same language as contained herein with appropriate changes in parties and territory. No such license and/or royalty agreement will relieve Warner or Onyx, as the case may be, of its obligations hereunder, and such party Party will guarantee the obligations of its Affiliate or sublicensee in any such agreement. Royalties received directly from one party’s Party's Affiliates and sublicensees shall be credited towards such party’s Party's royalty obligations under Section 6.3 or 6.5 hereof, as applicablehereunder.

Appears in 1 contract

Samples: Collaboration Agreement (Onyx Pharmaceuticals Inc)

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