Common use of Philips-Luna Agreement Clause in Contracts

Philips-Luna Agreement. Based on Philips’ representation to SPE, SPE hereby consents and acknowledges that Philips entered into a springing direct license with Luna xxx Licensed Luna XX (i.e., a license from Luna xx Philips for Licensed Luna XX (of the same scope as the license therefor under this Agreement) which will become effective immediately without any further action by Philips, if and to the extent the Hansxx-Xxxx Xxxeement is terminated, or if rejected by reason of any bankruptcy, insolvency, or other creditor arrangement or proceeding commenced by or against Hansxx xx its Affiliates. SPE also consents and acknowledges that Philips may enter into its own development agreements with Luna xx the Non-Robotic Medical Devices Field (as defined in the Hansxx-Xxxx Xxxeement) and the SDOF Medical Robotics Field, and that SPE consents to such agreements, subject to any rights it may have under the Hansxx-Xxxx Xxxeement and the Development and Supply Agreement, and provided that any agreement by [***] shall not be inconsistent with the [***] agreements with [***] including without limitation Sections [***].

Philips-Luna Agreement. Based on Philips’ representation to SPEXxxxxx, SPE Xxxxxx hereby consents and acknowledges that Philips entered into a springing direct license with Luna xxx Xxxx for Licensed Luna XX Xxxx IP (i.e., a license from Luna xx Xxxx to Philips for Licensed Luna XX Xxxx IP (of the same scope as the license therefor under this Agreement) which will become effective immediately without any further action by Philips, if and to the extent the HansxxXxxxxx-Xxxx Xxxeement Agreement is terminated, or if rejected by reason of any bankruptcy, insolvency, or other creditor arrangement or proceeding commenced by or against Hansxx xx Xxxxxx or its Affiliates. SPE Xxxxxx also consents and acknowledges that Philips may enter into its own development agreements with Luna xx Xxxx in the Non-Robotic Medical Devices Field and SDOF Medical Robotics Field (as those terms are defined in the HansxxXxxxxx-Xxxx Xxxeement) and the SDOF Medical Robotics FieldAgreement), and that SPE Xxxxxx consents to such agreements, subject to any rights it may have under the HansxxXxxxxx-Xxxx Xxxeement Agreement and the Development and Supply Agreement, and provided that any agreement by [***] either Party with Xxxx shall not be inconsistent with the other Party’s agreements with Xxxx, including without limitation [***] agreements with [***] including without limitation Sections [***]of the Xxxxxx-Xxxx Agreement.

Philips-Luna Agreement. Based on Philips’ representation to SPE, SPE hereby consents and acknowledges that Philips entered into a springing direct license with Luna xxx Xxxx for Licensed Luna XX Xxxx IP (i.e., a license from Luna xx Xxxx to Philips for Licensed Luna XX Xxxx IP (of the same scope as the license therefor under this Agreement) which will become effective immediately without any further action by Philips, if and to the extent the HansxxXxxxxx-Xxxx Xxxeement Agreement is terminated, or if rejected by reason of any bankruptcy, insolvency, or other creditor arrangement or proceeding commenced by or against Hansxx xx Xxxxxx or its Affiliates. SPE also consents and acknowledges that Philips may enter into its own development agreements with Luna xx Xxxx in the Non-Robotic Medical Devices Field (as defined in the HansxxXxxxxx-Xxxx XxxeementAgreement) and the SDOF Medical Robotics Field, and that SPE consents to such agreements, subject to any rights it may have under the HansxxXxxxxx-Xxxx Xxxeement Agreement and the Development and Supply Agreement, and provided that any agreement by [***] shall not be inconsistent with the [***] agreements with [***] including without limitation Sections [***].

Philips-Luna Agreement. Based on Philips’ representation to SPE, SPE hereby consents and acknowledges that Philips entered into a springing direct license with Luna xxx Xxxx for Licensed Luna XX Xxxx IP (i.e., a license from Luna xx Xxxx to Philips for Licensed Luna XX Xxxx IP (of the same scope as the license therefor under this Agreement) which will become effective immediately without any further action by Philips, if and to the extent the HansxxXxxxxx-Xxxx Xxxeement Agreement is terminated, or if rejected by reason of any bankruptcy, insolvency, or other creditor arrangement or proceeding commenced by or against Hansxx xx Xxxxxx or its Affiliates. SPE also consents and acknowledges that Philips may enter into its own development agreements with Luna xx Xxxx in the Non-Robotic Medical Devices Field (as defined in the HansxxXxxxxx-Xxxx XxxeementAgreement) and the SDOF Medical Robotics Field, and that SPE consents to such agreements, subject to any rights it may have under the HansxxXxxxxx-Xxxx Xxxeement Agreement and the Development and Supply Agreement, and provided that any agreement by [***] shall not be inconsistent with the [***] agreements with [***] including without limitation Sections [***].

Philips-Luna Agreement. Based on Philips’ representation to SPEXxxxxx, SPE Xxxxxx hereby consents and acknowledges that Philips entered into a springing direct license with Luna xxx Xxxx for Licensed Luna XX Xxxx IP (i.e., a license from Luna xx Xxxx to Philips for Licensed Luna XX Xxxx IP (of the same scope as the license therefor under this Agreement) which will become effective immediately without any further action by Philips, if and to the extent the HansxxXxxxxx-Xxxx Xxxeement Agreement is terminated, or if rejected by reason of any bankruptcy, insolvency, or other creditor arrangement or proceeding commenced by or against Hansxx xx Xxxxxx or its Affiliates. SPE Xxxxxx also consents and acknowledges that Philips may enter into its own development agreements with Luna xx Xxxx in the Non-Robotic Medical Devices Field and SDOF Medical Robotics Field (as those terms are defined in the HansxxXxxxxx-Xxxx Xxxeement) and the SDOF Medical Robotics FieldAgreement), and that SPE Xxxxxx consents to such agreements, subject to any rights it may have under the HansxxXxxxxx-Xxxx Xxxeement Agreement and the Development and Supply Agreement, and provided that any agreement by [***] shall not be inconsistent with the [***] agreements with [***] including without limitation Sections Agreement [***].