Obligations of Sublicensee. Notwithstanding anything to the contrary set forth in this Agreement, no termination of this Agreement shall be construed as a termination of any valid sublicense of any Sublicensee hereunder, and thereafter each such Sublicensee shall be a direct licensee of AngioChem, if, but only if, (x) any US Sublicensee is obligated to conduct (or have conducted) and fund pre-clinical studies, clinical studies and regulatory filings necessary to obtain Marketing Authorization for Licensed Products for which such US Sublicensee has sublicense rights under the sublicense agreement in the U.S., (y) any European Sublicensee is obligated to conduct (or have conducted) and fund preclinical studies, clinical studies and regulatory filings for Licensed Products for which such European Sublicensee has sublicense rights under the sublicense agreement that are necessary to obtain Marketing Authorization in Europe, beyond those necessary to obtain Marketing Authorization in the U.S., and (z) for each Sublicensee:
Obligations of Sublicensee. 4.1 Prestige, high quality and goodwill of ATCC Materials, Licensed Products, and the ATCC Trademarks. Sublicensee acknowledges that ATCC Materials, the Licensed Products, and the ATCC Trademarks have established prestige, high quality and good will and are well recognized in academia, industry and the public, and that it is of great importance that, during the Sale of Licensed Products bearing the ATCC Licensed Derivative Emblem and the ATCC Catalog Marks, the high standards and reputation of ATCC and REMEL be maintained. Sublicensee shall avoid any deceptive, misleading, or unethical practice that is or might be detrimental to the reputation and good name of ATCC or its products. Sublicensee shall not Sell any Licensed Product containing ATCC materials that have been cultivated beyond five (5) Passages.
Obligations of Sublicensee
