Common use of Out-Licenses Clause in Contracts

Out-Licenses. (a) Subject to compliance with this Section 5.11, the Seller may enter into an Out-License (but not assign or otherwise convey title to) with a Third Party or enter into an agreement to research, develop or manufacture (each, a “Permitted Licensee”) with respect to all or a portion of the Intellectual Property Rights to develop, manufacture, promote, market, use, sell, offer for sale or import the Product in all or any portion of the world without the Buyer’s prior written consent (any such license, a “Permitted License”).

Out-Licenses. (a) Subject to compliance with this Section 5.115.10, the Seller Sellers may enter into an Out-License (but grant, at its sole discretion, licenses, covenants not assign to xxx, or otherwise convey title to) with a other similar rights to any Affiliate or Third Party or enter into an agreement to research, develop or manufacture (each, a “Permitted Licensee”) with respect to all or a portion of the Intellectual Property Rights or Related Patent Rights including to develop, manufacture, promote, market, use, sell, offer for sale or import the any Product or Related Product in all or any portion of the world without the Buyer’s prior written consent (any such licenseagreement granting any of the foregoing rights, a “Permitted License”).

Out-Licenses. (a) Subject to compliance with this Section 5.115.8, the Seller may enter into an Out-License (but grant, at its sole discretion, licenses, covenants not assign to xxx, or otherwise convey title to) with a other similar rights to any Affiliate or Third Party or enter into an agreement to research, develop or manufacture (each, a “Permitted Licensee”) with respect to all or a portion of the Intellectual Property Rights including to develop, manufacture, promote, market, use, sell, offer for sale or import the any Product in all or any portion of the world without the Buyer’s prior written consent [*] (any such licenseagreement granting any of the foregoing rights, a “Permitted License”).

Out-Licenses. (a59) Subject to compliance with this Section 5.115.10, the Seller may enter into an Out-License (but grant, at its sole discretion, licenses, covenants not assign to xxx, or otherwise convey title to) with a other similar rights to any Affiliate or Third Party or enter into an agreement to research, develop or manufacture (each, a “Permitted Licensee”) with respect to all or a portion of the Intellectual Property Rights including to develop, manufacture, promote, market, use, sell, offer for sale or import the any Product in all or any portion of the world without the Buyer’s prior written consent (any such licenseagreement granting any of the foregoing rights, a “Permitted License”).

Out-Licenses. (a) Subject to compliance with this Section 5.115.10, the Seller may enter into an Out-License (but grant, at its sole discretion, licenses, covenants not assign to xxx, or otherwise convey title to) with a other similar rights to any Affiliate or Third Party or enter into an agreement to research, develop or manufacture (each, a “Permitted Licensee”) with respect to all or a portion of the Intellectual Property Rights including to develop, manufacture, promote, market, use, sell, offer for sale or import the any Product in all or any portion of the world without the Buyer’s prior written consent (any such licenseagreement granting any of the foregoing rights, a “Permitted License”).