Right of Reference to Seller. In connection with the licenses granted by Purchaser to Seller pursuant to Section 2.6(a)(ii), effective as of the Closing, Purchaser hereby grants Seller, its Affiliates and their respective (sub)licensees or subcontractors a perpetual, irrevocable, sublicensable (through multiple tiers) and transferrable right of reference to any Regulatory Filings and Approvals for the Product in the Territory and all data and other know-how included or referenced therein in support of any such Transferred Regulatory Filings and Approvals, specifically including Transferred Regulatory Data and patient registries (and any data and other know-how therein) for the Product in the Territory, which Regulatory Filings, Regulatory Approvals, data and other information is Controlled by Purchaser or any of its Affiliates, solely for the purpose of Seller, its Affiliates, and their respective (sub)licensees or subcontractors (i) Manufacturing the Licensed Product anywhere in the world for (A) for Exploitation by Purchaser, its Affiliates and their respective (sub)licensees or subcontractors in the Territory and (B) for Exploitation by Seller, its Affiliates and their respective (sub)licensees or subcontractors anywhere in the world outside of the Territory (including, without limitation, on behalf of CStone and Roche and their respective Third Party contract research organizations, contract manufacturing organizations, distributors and other sublicensees and subcontractors), (ii) Exploiting the Products anywhere in the world outside of the Territory or in the Territory to perform activities under the Transition Agreement [***], (iii) [***], and (iv) performing its and Roche’s obligations under this Agreement, the Transition Agreement, [***] and the CStone Agreements, including for purposes of performing activities under the Ancillary Agreements or a global safety data exchange agreement related to Licensed Products. Purchaser shall provide to Seller access to any reasonably required Purchaser know-how to facilitate Seller’s use of the Regulatory Filings and Regulatory Approvals as provided in this Section 2.6(b)(iv). Purchaser shall duly execute and deliver, or cause to be duly executed and delivered, such instruments and shall do and cause to be done such reasonable acts and things, as may be necessary under, or as the Seller may reasonably request, to effectuate the rights of reference contemplated in this Section 2.6(b)(iv).
