Limited License for Other Activities. Subject to the terms and conditions of this JDA, Genomatica hereby grants to T&L a non-exclusive, royalty-free license to practice Process Intellectual Property and JDA Intellectual Property for the development, production, sale and distribution of materials or products other than BDO. T&L may grant sublicenses under such license to any Third Party with whom T&L or its Affiliate has a partnership, agreement or arrangement related to the development, production, sale or distribution of materials or products other than BDO; provided, that T&L may not grant sublicenses under such license to any Third Party for the production of materials or products listed on Schedule 9.2 at any time prior to the date that is […***…] after the Effective Date as listed on Schedule 9.2. If T&L grants a sublicense of the license under this Section 9.2, T&L shall cause its sublicensees to be bound by the obligations of T&L arising under this Article IX and Article X; provided that T&L shall be liable for any breach of such obligations by such sublicensee. Subject to the terms and conditions of this JDA, T&L hereby grants to Genomatica a non-exclusive, sublicensable, royalty-free license to practice JDA Intellectual Property for the development, production, sale and distribution of BDO and the development, production, sale and distribution of materials or products other than BDO. If Genomatica grants a sublicense of the license under this Section 9.2, Genomatica shall cause its sublicensees to be bound by the obligations of Genomatica arising under this Article IX and Article X; provided that Genomatica shall be liable for any breach of such obligations by such sublicensee.
Appears in 4 contracts
Samples: Joint Development Agreement, Joint Development Agreement (Genomatica Inc), Joint Development Agreement (Genomatica Inc)