Pfizer Sublicensees Sample Clauses

Pfizer Sublicensees. Pfizer will have the right through multiple tiers to grant sublicenses and, as applicable, sub-sublicenses to its Affiliates and Third Parties of any and all rights granted to Pfizer under this Agreement by BioNTech, including any and all rights licensed to Pfizer pursuant to Section 2.1 or Section 2.2. In respect of such sublicenses (or sub-sublicenses):
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Pfizer Sublicensees. Pfizer will have the right to grant sublicenses of any and all rights granted to Pfizer under this Agreement by eFFECTOR, including any and all rights licensed to Pfizer pursuant to Section 2.1 or Section 0.0.xx (a) an Affiliate of Pfizer, provided that such sublicense to an Affiliate of Pfizer shall immediately terminate if and when such party ceases to be an Affiliate of Pfizer or (b) a Third Party. Any such sublicense granted by Pfizer will be subject to the provisions of this Agreement, and Pfizer shall be responsible for performance by its Affiliates and Sublicensees with the provisions of this Agreement. Any sublicense granted by Pfizer will terminate upon termination of the licenses or other rights granted to Pfizer under this Agreement.
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Pfizer Sublicensees. With respect to the license granted by Company to Pfizer pursuant to Section 2.1, Pfizer shall have the right to enter into one or more Sublicense Agreements, provided that entry into such Sublicense Agreements shall not relieve Pfizer of any of its obligations hereunder. Each Sublicense Agreement shall be consistent with the terms of this Agreement and shall expressly provide that such Sublicense shall terminate immediately upon the termination or expiration of the term of this Agreement. [***]. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934. EXECUTION VERSION
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Pfizer Sublicensees. Pfizer will have the right to grant sublicenses to its Affiliates and Third Parties under any and all rights licensed to Pfizer pursuant to Section 2.1 or Section 2.2. Each such sublicense granted to a Third Party shall be granted pursuant, and subject to, a written agreement that is consistent with the material terms and conditions of this Agreement. Pfizer shall be and remain responsible for the actions or inactions of its Sublicensees under the applicable sublicense. Upon reasonable request by Theravance, Pfizer shall provide a copy of each such executed Third Party sublicense to Theravance, which may be redacted to the extent the terms thereof are not necessary to determine compliance with this Agreement.
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Pfizer Sublicensees. Pfizer will have the right to grant sublicenses to its Affiliates and Third Parties of any and all rights granted to Pfizer under this Agreement by Valneva, including any and all rights licensed to Pfizer pursuant to Section 2.1 or Section 2.2. Pfizer will provide Valneva with a copy of each agreement containing any such sublicense within [***] of execution, with reasonable redactions that will enable Valneva to reasonably monitor compliance with the terms and conditions of this Agreement. No sublicense will diminish, reduce or eliminate any obligation of Pfizer, as the sublicensing Party, under this Agreement, and Pfizer will remain responsible for its obligations under this Agreement and will be responsible for the performance of the relevant sublicensee as if such sublicensee were the sublicensing Party hereunder (including, without limitation, reporting obligations imposed upon Pfizer in accordance with this Agreement). Each sublicense granted by Pfizer, as the sublicensing Party, to any rights licensed to it hereunder will terminate immediately upon the termination of the original license with respect to such rights.
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Related to Pfizer Sublicensees

  • Sublicensees Licensee shall have the full right (but not the obligation) to sublicense those rights granted to it under Section 2.1 to a Third Party (a “Sublicensee”); provided, however, that, prior to the payment of the first milestone pursuant to Section 7.2, Licensee may not grant any such sublicense to any contract research organization conducting Clinical Trials of Products or any Third Parties conducting contract Manufacturing activities without Licensee’s prior written notice (at least twenty (20) Business Days in advance) to Lilly, which shall include a description of the rights to be granted and the purpose therefor, the identity of the Third Party and the countries involved, and Lilly’s prior written consent, but such consent shall only be required (i) until such time as Licensee is the holder of record for the Regulatory Materials related to Taladegib and (ii) to the extent such organization is not performing services for Licensee as of the Effective Date; and provided further, that Licensee shall remain responsible for the performance by any of its Sublicensees. With respect to any Sublicensee granted a sublicense to any Commercialization rights hereunder, Licensee shall ensure that each of its Sublicensees accepts in writing all applicable terms and conditions of this Agreement, including the non-compete, reporting, audit, inspection and confidentiality provisions hereunder. Each Sublicensee shall also be prohibited from further sublicensing. For the avoidance of doubt, (a) Licensee will remain directly responsible for all amounts owed to Lilly under this Agreement, and (b) each Sublicensee is subject to the negative and restrictive covenants set forth in Sections 2.3.1 and 2.5, respectively. Licensee hereby expressly waives any requirement that Lilly exhaust any right, power or remedy, or proceed against a subcontractor, for any obligation or performance hereunder prior to proceeding directly against Licensee.

  • Sublicensee The term “Sublicensee” shall mean any third party to whom Licensee grants a sublicense or similar rights with respect to the rights conferred upon Licensee under this Agreement, as contemplated by Section 2.3. In addition, “Sublicensee” shall include any and all further third party Sublicensees that may be permitted under Section 2.3.

  • Licensee Licensee represents and warrants that:

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.

  • Licensor any Person from whom a Grantor obtains the right to use any Intellectual Property. Lien: any Person’s interest in Property securing an obligation owed to, or a claim by, such Person, whether such interest is based on common law, statute or contract, including liens, security interests, pledges, hypothecations, statutory trusts, reservations, exceptions, encroachments, easements, rights-of-way, covenants, conditions, restrictions, leases, and other title exceptions and encumbrances affecting Property. Lien Waiver: an agreement, in form and substance satisfactory to Collateral Agent, by which (a) for any material Collateral located on leased premises, the lessor waives or subordinates any Lien it may have on the Collateral, and agrees to permit Collateral Agent to enter upon the premises and remove the Collateral or to use the premises to store or dispose of the Collateral; (b) for any Collateral held by a warehouseman, processor, shipper, customs broker or freight forwarder, such Person waives or subordinates any Lien it may have on the Collateral, agrees to hold any Documents in its possession relating to the Collateral as agent for Collateral Agent, and agrees to deliver the Collateral to Collateral Agent upon request; (c) for any Collateral held by a repairman, mechanic or bailee, such Person acknowledges Collateral Agent’s Lien, waives or subordinates any Lien it may have on the Collateral, and agrees to deliver the Collateral to Collateral Agent upon request; and (d) for any Collateral subject to a Licensor’s Intellectual Property rights, the Licensor grants to Collateral Agent the right, vis-à-vis such Licensor, to enforce Collateral Agent’s Liens with respect to the Collateral, including the right to dispose of it with the benefit of the Intellectual Property, whether or not a default exists under any applicable License.

  • Subdistributors Subject to the provisions of this Section 2.2, Nipro --------------- may appoint one or more third parties, with a reputation for competence and ethical behavior, within any portion of the Territory to distribute the FreeStyle Products in the Field of Use. Within twenty (20) days after the appointment of such Subdistributor, Nipro shall notify TheraSense of the identity of such Subdistributor. Nipro shall not sell or otherwise transfer the FreeStyle Products to any Subdistributor until such Subdistributor enters into a form of written agreement ("Subdistributor Agreement") with Nipro, binding the Subdistributor to terms and conditions substantially similar to those terms and conditions agreed upon by Nipro in this Agreement. Further, Nipro shall only grant Subdistributors the right to make sales of the FreeStyle Products in the Territory in the Field of Use. Nipro agrees to terminate a Subdistributor's right to distribute the FreeStyle Products promptly upon becoming aware that such Subdistributor, or its authorized distributor(s) or reseller(s), is selling or otherwise distributing the FreeStyle Products in violation of its Subdistributor Agreement. Each Subdistributor Agreement shall contain provisions making TheraSense a direct and intended third party beneficiary of such Subdistributor Agreement.

  • Marking of Licensed Products To the extent commercially feasible and consistent with prevailing business practices, Company shall xxxx, and shall cause its Affiliates and Sublicensees to xxxx, all Licensed Products that are manufactured or sold under this Agreement with the number of each issued patent under the Patent Rights that applies to such Licensed Product.

  • Sublicense (a) The license granted in Paragraph 2.1 includes the right of LICENSEE to grant Sublicenses to third parties during the Term but only for as long as the license to Patent Rights is exclusive.

  • Licensed Territory Worldwide NIH Patent License Agreement—Exclusive APPENDIX C – ROYALTIES Royalties:

  • Licensed Technology The term "Licensed Technology" shall mean the ------------------- Licensed Patents, plus all improvements thereto developed by Licensor, and all related data, know-how and technology.

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