Common use of Scope of Sublicenses Clause in Contracts

Scope of Sublicenses. Subject to the terms and conditions of this Agreement, the Company Licensees may sublicense the licenses and sublicenses granted pursuant to Section 2.1 to Affiliates and Third Parties (each permitted sublicensee, a “Sublicensee”); provided that the Company shall, or shall cause the applicable Company Licensee to, (a) provide Pfizer with reasonable written notice (which shall be provided no less than ten (10) Business Days) prior to granting any such sublicense to a Third Party and such written notice shall identify the applicable Third Party Sublicensee; and (b) upon Pfizer’s reasonable written request, provide Pfizer with a list of all Affiliates that are Sublicensees as of the date of the applicable request. Granting a sublicense to a Sublicensee shall not relieve the Company Licensees of any of their obligations hereunder and the Company Licensees shall remain responsible and liable for their Sublicensees’ compliance with all of the terms of this Agreement. Sublicensees may only grant further sublicenses if the Sublicensee granting, and the Person to whom it is granting, such further sublicense are each Affiliates of the Company Licensee that is granted a license pursuant to Section 2.1 and in the event of such a further sublicense, such Person being granted such sublicense shall be deemed to be a Sublicensee of such Company Licensee hereunder. For clarity, any sublicense granted pursuant to this Section shall be subject to the terms and conditions of any applicable agreements with any Third Parties.

Scope of Sublicenses. Subject to the terms and conditions of this Agreement, the Company Pfizer Licensees may sublicense the licenses and sublicenses granted pursuant to Section 2.1 and 2.2 to Affiliates and Third Parties (each permitted sublicensee, a “Sublicensee”); provided that the Company that, Pfizer shall, or shall cause the applicable Company Pfizer Licensee to, (a) provide Pfizer the Company with reasonable written notice (which shall be provided no less than ten (10) Business Days) prior to granting any such sublicense to a Third Party and such written notice shall identify the applicable Third Party Sublicensee; and (b) upon Pfizerthe Company’s reasonable written request, provide Pfizer the Company with a list of all Affiliates that are Sublicensees as of the date of the applicable request. Granting a sublicense to a Sublicensee shall not relieve the Company Pfizer Licensees of any of their obligations hereunder and the Company Pfizer Licensees shall remain responsible and liable for their Sublicensees’ compliance with all of the terms of this Agreement. Sublicensees may only grant further sublicenses if the Sublicensee granting, and the Person to whom it is granting, such further sublicense are each Affiliates of the Company Pfizer Licensee that is granted a license pursuant to Section 2.1 or 2.2 (as applicable) and in the event of such a further sublicense, such Person being granted such sublicense shall be deemed to be a Sublicensee of such Company Pfizer Licensee hereunder. For clarity, any sublicense granted pursuant to this Section shall be subject to the terms and conditions of any applicable agreements with any Third Parties.

Scope of Sublicenses. Subject to the terms and conditions of this Agreement, the Company Licensees may sublicense the licenses and sublicenses granted pursuant to Section 2.1 to Affiliates and except with respect to the licenses granted under Section 2.1.13 and 2.1.14, Third Parties (each permitted sublicensee, a “"Sublicensee”"); provided that the Company shall, or shall cause the applicable Company Licensee to, (a) provide Pfizer with reasonable written notice (which shall be provided no less than ten (10) Business Days) prior to granting any such sublicense to a Third Party and such written notice shall identify the applicable Third Party SublicenseeSublicensee (if any); and (b) upon Pfizer’s 's reasonable written request, provide Pfizer with a list of all Affiliates that are Sublicensees as of the date of the applicable request. Granting a sublicense to a Sublicensee shall not relieve the Company Licensees of any of their obligations hereunder and the Company Licensees shall remain responsible and liable for their Sublicensees’ ' compliance with all of the terms of this AgreementAgreement applicable to the Company Licensees, their Affiliates and their Sublicensees. Sublicensees may only grant further sublicenses if the Sublicensee granting, and the Person to whom it is granting, such further sublicense are each Affiliates of the Company Licensee that is granted a license pursuant to Section 2.1 and in the event of such a further sublicense, such Person being granted such sublicense shall be deemed to be a Sublicensee of such Company Licensee hereunder. For clarity, any sublicense granted pursuant to this Section shall be subject to the terms and conditions of any applicable agreements with any Third Parties.

Scope of Sublicenses. Subject to the terms and conditions of this Agreement, the Company Pfizer Licensees may sublicense the licenses and sublicenses granted pursuant to Section 2.1 and 2.2 to Affiliates and Third Parties (each permitted sublicensee, a “"Sublicensee”"); provided that the Company that, Pfizer shall, or shall cause the applicable Company Pfizer Licensee to, (a) provide Pfizer the Company with reasonable written notice (which shall be provided no less than ten (10) Business Days) prior to granting any such sublicense to a Third Party and such written notice shall identify the applicable Third Party Sublicensee; and (b) upon Pfizer’s the Company's reasonable written request, provide Pfizer the Company with a list of all Affiliates that are Sublicensees as of the date of the applicable request. Granting a sublicense to a Sublicensee shall not relieve the Company Pfizer Licensees of any of their obligations hereunder and the Company Pfizer Licensees shall remain responsible and liable for their Sublicensees’ ' compliance with all of the terms of this AgreementAgreement applicable to the Pfizer Licensees, their Affiliates and their Sublicensees. Sublicensees may only grant further sublicenses if the Sublicensee granting, and the Person to whom it is granting, such further sublicense are each Affiliates of the Company Pfizer Licensee that is granted a license pursuant to Section 2.1 or 2.2 (as applicable) and in the event of such a further sublicense, such Person being granted such sublicense shall be deemed to be a Sublicensee of such Company Pfizer Licensee hereunder. For clarity, any sublicense granted pursuant to this Section shall be subject to the terms and conditions of any applicable agreements with any Third Parties.

Scope of Sublicenses. Subject to the terms and conditions of this Agreement, the Company Licensees may sublicense the licenses and sublicenses granted pursuant to Section 2.1 to Affiliates and except with respect to the licenses granted under Section 2.1.13 and 2.1.14, Third Parties (each permitted sublicensee, a “Sublicensee”); provided that the Company shall, or shall cause the applicable Company Licensee to, (a) provide Pfizer with reasonable written notice (which shall be provided no less than ten (10) Business Days) prior to granting any such sublicense to a Third Party and such written notice shall identify the applicable Third Party SublicenseeSublicensee (if any); and (b) upon Pfizer’s reasonable written request, provide Pfizer with a list of all Affiliates that are Sublicensees as of the date of the applicable request. Granting a sublicense to a Sublicensee shall not relieve the Company Licensees of any of their obligations hereunder and the Company Licensees shall remain responsible and liable for their Sublicensees’ compliance with all of the terms of this Agreement. Sublicensees may only grant further sublicenses if the Sublicensee granting, and the Person to whom it is granting, such further sublicense are each Affiliates of the Company Licensee that is granted a license pursuant to Section 2.1 and in the event of such a further sublicense, such Person being granted such sublicense shall be deemed to be a Sublicensee of such Company Licensee hereunder. For clarity, any sublicense granted pursuant to this Section shall be subject to the terms and conditions of any applicable agreements with any Third Parties.