Common use of Sublicense Agreements Clause in Contracts

Sublicense Agreements. Licensee shall grant sublicenses pursuant to written agreements, which will be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements will contain, among other things, the following: 2.3.2.1. all provisions necessary to ensure Licensee’s ability to perform its obligations under this Agreement; 2.3.2.2. a section substantially the same as Section 9 of this Agreement, which also will state that the Indemnitees (as defined in Section 9) are intended third party beneficiaries of such Sublicense agreement for the purpose of enforcing such indemnification; 2.3.2.3. a provision prohibiting the Sublicensee from sublicensing its rights under such Sublicense agreement unless previously approved in writing by Xxxxx and Licensee, which approval shall not be unreasonably withheld; 2.3.2.4. a provision prohibiting the Sublicensee from assigning the Sublicense agreement without the prior written consent of Elkurt and Xxxxx, except that Sublicensee may assign the Sublicense agreement to a successor in connection with the merger, consolidation or sale of all or substantially all of its assets or that portion of its business to which the Sublicense agreement relates; provided, however, that any permitted assignee agrees in writing to be bound by the terms of such Sublicense agreement. 2.3.2.5. Such Provisions as are required in the license granted to Elkurt by Xxxxx.

Sublicense Agreements. Licensee Syllable shall grant sublicenses pursuant to written agreements, which will be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements will contain, among other things, the following: 2.3.2.12.5.2.1. all provisions necessary to ensure LicenseeSyllable’s ability to perform its obligations under this Agreement; 2.3.2.22.5.2.2. a section substantially the same as Section Article 9 of this Agreement, which also will state that the Indemnitees (as defined in Section 99.1) are intended third party beneficiaries of such Sublicense agreement for the purpose of enforcing such indemnification; 2.3.2.32.5.2.3. a provision clarifying that, in the event of termination of the license set forth in Section 3.1 (in whole or in part (e.g., termination in a particular country)), any existing Sublicense agreement shall terminate to the extent of such terminated license; 2.5.2.4. a provision prohibiting the Sublicensee from sublicensing its rights under such Sublicense agreement unless previously approved in writing by Xxxxx and Licenseeagreement, which approval shall not be unreasonably withheld;except where a Sublicensee is the direct Sublicensee of rights granted from Licensee hereunder; and 2.3.2.42.5.2.5. a provision prohibiting the Sublicensee from assigning the Sublicense agreement without the prior written consent of Elkurt and XxxxxHarvard, except that Sublicensee may assign the Sublicense agreement to a successor in connection with the merger, consolidation or sale of all or substantially all of its assets or that portion of its business to which the Sublicense agreement relates; provided, however, that any permitted assignee agrees in writing to be bound by the terms of such Sublicense agreement. 2.3.2.5. Such Provisions as are required in the license granted to Elkurt by Xxxxx.

Sublicense Agreements. Licensee shall grant sublicenses pursuant to written agreements, which will be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements will contain, among other things, the following: 2.3.2.1. all provisions necessary to ensure Licensee’s ability to perform its obligations under this Agreement; 2.3.2.2. a section substantially the same as Section 9 of this Agreement, which also will state that the Indemnitees (as defined in Section 9) are intended third party beneficiaries of such Sublicense agreement for the purpose of enforcing such indemnification; 2.3.2.3. a provision prohibiting clarifying that, in the Sublicensee from sublicensing its rights under such event of termination of the license set forth in Section 2.1, any existing Sublicense agreement unless previously approved in writing by Xxxxx and Licensee, which approval shall not be unreasonably withheldterminate to the extent of such terminated license; 2.3.2.4. a provision prohibiting the Sublicensee from assigning the Sublicense agreement without the prior written consent of Elkurt and XxxxxRIH, except that Sublicensee may assign the Sublicense agreement to a successor in connection with the merger, consolidation or sale of all or substantially all of its assets or that portion of its business to which the Sublicense agreement relates; provided, however, that any permitted assignee agrees in writing to be bound by the terms of such Sublicense agreement. 2.3.2.5. Such Provisions as are required in the license granted to Elkurt by XxxxxRIH.

Sublicense Agreements. Licensee shall grant sublicenses pursuant to written agreements, which will be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements will contain, among other things, the following: 2.3.2.1. all provisions necessary to ensure Licensee’s ability to perform its obligations under this Agreement; 2.3.2.2. a section substantially the same as Section 9 of this Agreement, which also will state that the Indemnitees (as defined in Section 9) are intended third party beneficiaries of such Sublicense agreement for the purpose of enforcing such indemnification; 2.3.2.3. a provision clarifying that, in the event of termination of the license set forth in Section 2.1, any existing Sublicense agreement shall terminate to the extent of such terminated license; 2.3.2.4. a provision prohibiting the Sublicensee from sublicensing its rights under such Sublicense agreement unless previously approved in writing by Xxxxx and Licensee, which approval shall not be unreasonably withheld;agreement; and 2.3.2.42.3.2.5. a provision prohibiting the Sublicensee from assigning the Sublicense agreement without the prior written consent of Elkurt and XxxxxTeton, except that Sublicensee may assign the Sublicense agreement to a successor in connection with the merger, consolidation or sale of all or substantially all of its assets or that portion of its business to which the Sublicense agreement relates; provided, however, that any permitted assignee agrees in writing to be bound by the terms of such Sublicense agreement. 2.3.2.5. Such Provisions as are required in the license granted to Elkurt by Xxxxx.

Sublicense Agreements. Licensee shall grant sublicenses pursuant to written agreementsagree- ments, which will be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements will contain, among other things, the following: 2.3.2.1. all provisions necessary to ensure Licensee’s ability to perform its obligations under this Agreement; 2.3.2.2. a section substantially the same as Section Article 9 of this Agreement, which also will state that the Indemnitees (as defined in Section 99.1) are intended third party beneficiaries of such Sublicense agreement for the purpose of enforcing such indemnification; 2.3.2.3. a provision clarifying that, in the event of termination of the license set forth in Section 2.1 (in whole or in part (e.g., termination in a particular country)), any existing Sublicense agreement shall terminate to the extent of such terminated license; 2.3.2.4. a provision prohibiting the Sublicensee from sublicensing its rights under such Sublicense agreement unless previously approved in writing by Xxxxx and Licensee, which approval shall not be unreasonably withheldSubli- cense agreement; 2.3.2.42.3.2.5. a provision prohibiting the Sublicensee from assigning the Sublicense agreement without with- out the prior written consent of Elkurt Xxxxxxxxx Ventures LLC and XxxxxXxxxxx X. Xxxxxxxxx, except that Sublicensee may assign the Sublicense agreement to a successor in connection with the merger, consolidation or sale of all or substantially all of its assets or that portion of its business to which the Sublicense agreement relates; provided, however, that any permitted assignee agrees in writing to be bound by the terms of such Sublicense agreement.; and 2.3.2.52.3.2.6. Such Provisions as are required the sublicense agreement shall provide that, in the license granted to Elkurt by Xxxxxevent of any inconsistency between the sublicense agreeement and this Agreement, this Agreement controls.