Common use of Request to License xxXXX Mimics and Additional xxXXX Precursor Antagonists Clause in Contracts

Request to License xxXXX Mimics and Additional xxXXX Precursor Antagonists. Regulus may request a worldwide, royalty-bearing, sublicenseable (in accordance with Section 2.5), non-exclusive license in the Field, under each Licensor’s Licensed IP, to Develop, Manufacture and Commercialize a specific xxXXX Mimic or a specific xxXXX Precursor Antagonist that is not then an Approved Precursor Antagonist, and xxXXX Therapeutics containing such xxXXX Mimic or xxXXX Precursor Antagonist, by providing written notice to Licensors thereof on a xxXXX Mimic-by-xxXXX Mimic or xxXXX Precursor Antagonist-by-xxXXX Precursor Antagonist basis. Such license is subject to (i) review and affirmative approval by the Licensors, which approval may be withheld by a Licensor in such Party’s sole discretion, and (ii) compliance with relevant Third Party Rights ([***]). For the avoidance of doubt, Regulus will have no rights to such xxXXX Mimic or xxXXX Precursor Antagonist hereunder unless and until the affirmative approval of the relevant Licensor(s) and any required consents or approvals from Third Parties have been obtained and Regulus agrees to comply with all Third Party Rights, even to the extent inconsistent with the terms of this Agreement, following which such xxXXX Mimic or xxXXX Precursor Antagonist will be deemed to be an Approved Mimic or Approved Precursor Antagonist, respectively.

Request to License xxXXX Mimics and Additional xxXXX Precursor Antagonists. Regulus may request a worldwide, royalty-bearing, sublicenseable (in accordance with Section 2.5), non-exclusive license in the Field, under each Licensor’s Licensed IP, to Develop, Manufacture and Commercialize a specific xxXXX Mimic or a specific xxXXX Precursor Antagonist that is not then an Approved Precursor Antagonist, and xxXXX Therapeutics containing such xxXXX Mimic or xxXXX Precursor Antagonist, by providing written notice to Licensors thereof on a xxXXX Mimic-by-xxXXX Mimic or xxXXX Precursor Antagonist-by-xxXXX Precursor Antagonist basis. Such license is subject to (i) review and affirmative approval by the Licensors, which approval may be withheld by a Licensor in such Party’s sole discretion, and (ii) compliance with relevant Third Party Rights ([...***...]). For the avoidance of doubt, Regulus will have no rights to such xxXXX Mimic or xxXXX Precursor Antagonist hereunder unless and until the affirmative approval of the relevant Licensor(s) and any required consents or approvals from Third Parties have been obtained and Regulus agrees to comply with all Third Party Rights, even to the extent inconsistent with the terms of this Agreement, following which such xxXXX Mimic or xxXXX Precursor Antagonist will be deemed to be an Approved Mimic or Approved Precursor Antagonist, respectively.

Request to License xxXXX Mimics and Additional xxXXX Precursor Antagonists. Regulus may request a worldwide, royalty-bearing, sublicenseable (in accordance with Section 2.5), non-exclusive license in the Field, under each Licensor’s Licensed IP, to Develop, Manufacture and Commercialize a specific xxXXX Mimic Mimics or a specific xxXXX Precursor Antagonist Antagonists that is are not then an Approved Mimics or Approved Precursor AntagonistAntagonists, and xxXXX Therapeutics containing such xxXXX Mimic Mimics or xxXXX Precursor AntagonistAntagonists, by providing written notice to Licensors the applicable Licensor(s) thereof on a xxXXX Mimic-by-xxXXX Mimic or xxXXX Precursor Antagonist-Antagonist by-xxXXX Precursor Antagonist basis. Such license is subject to (i) review and affirmative approval by the Licensorsapplicable Licensor(s), which approval may be withheld by a Licensor in such PartyLicensor’s sole discretion, and (ii) compliance with relevant Third Party Rights (Rights. […***…]). For the avoidance of doubt, Regulus will have no Regulus’ rights to such xxXXX Mimic or xxXXX Precursor Antagonist hereunder will be limited as set forth in Section 2.2(d) unless and until the affirmative approval of the relevant Licensor(s) and any required consents or approvals from Third Parties have been obtained and Regulus agrees to comply with all Third Party RightsRights with respect to each such xxXXX Mimic or xxXXX Precursor Antagonist, even to the extent inconsistent with the terms of this Agreement, following which such . Each xxXXX Mimic or and xxXXX Precursor Antagonist will that is approved by both Licensors pursuant to this Section 2.2(b) shall upon such approval be deemed to be an “Approved Mimic Mimic” or “Approved Precursor Antagonist, respectively” for all purposes under this Agreement.” 2.2 The following will be added to the Amended License Agreement as Section 2.2(d);