Common use of No Sublicensing Clause in Contracts

No Sublicensing. Except as set forth in Sections 8.3(b) and 8.3(c), neither Party shall sublicense any of the rights granted to it under this Agreement to any Third Party without the prior written consent of the other Party, provided that either Party may sublicense such rights: (i) to its Affiliates, further provided that any such sublicense to an Affiliate shall immediately terminate if and when such entity ceases to be an Affiliate of such Party, and (ii) [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. subject to Sections 3.5(a) and 3.5(b), to subcontractors or consultants to perform such Party’s assigned Development, Manufacturing or Commercialization responsibilities under this Agreement with respect to Collaboration Products, further provided that (A) such Party remains responsible for the work allocated to, and payment to, such subcontractors and consultants to the same extent it would if it were doing such work itself, (B) such sublicense shall be subject and subordinate to, and consistent with, the terms and conditions of this Agreement, (C) such sublicense shall not in any way diminish, reduce or eliminate any of such Party’s obligations under this Agreement, and (D) such Party uses Diligent Efforts to include in such sublicense agreement a provision which permits such Party to provide a copy of such sublicense agreement to the other Party, which copy may be redacted to exclude confidential information not related to the applicable Collaboration Product. Unless prohibited by the terms of the sublicense, such Party shall provide the other Party with a copy of each such sublicense agreement entered into after the Signing Date within [ * ] after the execution thereof, which agreement may be redacted to exclude confidential information not related to the applicable Collaboration Product.

No Sublicensing. Except as set forth in Sections 8.3(b) and 8.3(c), neither Party shall sublicense any of the rights granted to it under this Agreement to any Third Party without the prior written consent of the other Party, provided that either Party may sublicense such rights: (i) to its Affiliates, further provided that any such sublicense to an Affiliate shall immediately terminate if and when such entity ceases to be an Affiliate of such Party, and (ii) [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. subject to Sections 3.5(a) and 3.5(b), to subcontractors or consultants to perform such Party’s assigned Development, Manufacturing or Commercialization responsibilities under this Agreement with respect to Collaboration Products, further provided that (A) such Party remains responsible for the work allocated to, and payment to, such subcontractors and consultants to the same extent it would if it were doing such work itself, (B) such sublicense shall be subject and subordinate to, and consistent with, the terms and conditions of this Agreement, (C) such sublicense shall not in any way diminish, reduce or eliminate any of such Party’s obligations under this Agreement, and (D) such Party uses Diligent Efforts to include in such sublicense agreement a provision which permits such Party to provide a copy of such sublicense agreement to the other Party, which copy may be redacted to exclude confidential information not related to the applicable Collaboration Product. Unless prohibited by the terms of the sublicense, such Party shall provide the other Party with a copy of each such sublicense agreement entered into after the Signing Date within [ * ] after the execution thereof, which agreement may be redacted to exclude confidential information not related to the applicable Collaboration Product.

No Sublicensing. Except as set forth in Sections 8.3(b) and 8.3(c), neither Party shall sublicense any of the rights granted to it under this Agreement to any Third Party without the prior written consent of the other Party, provided that either Party may sublicense such rights: (i) to its Affiliates, further provided that any such sublicense to an Affiliate shall immediately terminate if and when such entity ceases to be an Affiliate of such Party, and (ii) [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. subject to Sections 3.5(a) and 3.5(b), to subcontractors or consultants to perform such Party’s assigned Development, Manufacturing or Commercialization responsibilities under this Agreement with respect to Collaboration Products, further provided that (A) such Party remains responsible for the work allocated to, and payment to, such subcontractors and consultants to the same extent it would if it were doing such work itself, (B) such sublicense shall be subject and subordinate to, and consistent with, the terms and conditions of this Agreement, (C) such sublicense shall not in any way diminish, reduce or eliminate any of such Party’s obligations under this Agreement, and (D) such Party uses Diligent Efforts to include in such sublicense agreement a provision which permits such Party to provide a copy of such sublicense agreement to the other Party, which copy may be redacted to exclude confidential information not related to the applicable Collaboration Product. Unless prohibited by the terms of the sublicense, such Party shall provide the other Party with a copy of each such sublicense agreement entered into after the Signing Date within [ * [*] after the execution thereof, which agreement may be redacted to exclude confidential information not related to the applicable Collaboration Product.