Common use of Sublicense Agreements Clause in Contracts

Sublicense Agreements. Sublicenses shall only be granted pursuant to written agreements, which shall be in compliance and not inconsistent with and shall be subject and subordinate to the terms and conditions of this Agreement (each, a "Sublicense Agreement"). Each such sublicense agreement shall contain, among other things, provisions to the following effect: 5.2.2.1. All provisions necessary to ensure The Company’s ability to perform its obligations under this Agreement, including without limitation its obligations under Sections 6.1, 8.4, 8.5, 12 and 13.4.3, 14.10; 5.2.2.2. In the event of termination of the license set forth in Section 5.1 above, any existing Sublicense shall terminate; provided, however, that, Ramot shall , at the request of the Sublicensee, other than in the event that the termination is a result of a breach by such Sublicensee, enter into a new license agreement with such Sublicensee on substantially the same terms as those contained in a Sublicense Agreement, provided that such terms shall be amended, if necessary, to the extent required to ensure that such Sublicense Agreement does not impose any obligations or liabilities on Ramot which are not included in this Agreement; 5.2.2.3. The Sublicensee shall not be entitled to sublicense its rights under such Sublicense Agreement, provided that a Sublicensee that is an Affiliate of the Company may grant one further Sublicense of its rights; and

Sublicense Agreements. Sublicenses shall only be granted pursuant to written agreements, which . BioLine shall be in compliance and not inconsistent provide Licensor with and shall be subject and subordinate to a copy of each sublicense agreement within (30) days of receipt of an executed draft thereof from the terms and conditions of this Agreement (each, a "Sublicense Agreement")Sublicensee. Each such sublicense agreement shall contain, among other thingsinter alia, provisions to the following effect: 5.2.2.12.2.2.1. All provisions necessary to ensure The CompanyBioLine’s ability to perform its obligations under this Agreement, including without limitation its obligations under Sections 6.1, 8.4, 8.5, 12 reporting and 13.4.3, 14.10audit requirements; 5.2.2.22.2.2.2. In the event of termination of the license set forth in Section 5.1 above2.1 above (in whole or in part – e.g. termination in a particular country), any existing agreements that contain a Sublicense of, or other grant of right with respect to, Licensed Technology shall terminateterminate to the extent of such Sublicense or other grant of right; provided, however, that, Ramot for each Sublicensee, upon termination of the Sublicense agreement with such Sublicensee, if the Sublicensee is not then in breach of such Sublicense agreement with BioLine such that BioLine would have the right to terminate such Sublicense, Licensor shall be obligated, at the request of the Sublicensee, other than in the event that the termination is a result of a breach by such Sublicensee, to enter into a new license agreement with such Sublicensee on substantially the same terms as those contained in a such Sublicense Agreementagreement; and provided, provided further, that such terms shall be amended, if necessary, to the extent required to ensure that such Sublicense Agreement agreement does not impose any obligations or liabilities on Ramot Licensor which are not included in this Agreement; 5.2.2.3. The Sublicensee shall not be entitled to sublicense its rights under such Sublicense Agreement, provided that a Sublicensee that is an Affiliate of the Company may grant one further Sublicense of its rights; and

Sublicense Agreements. Sublicenses shall only be granted pursuant to written agreements, which shall be in compliance and not inconsistent with and shall be subject and subordinate to the terms and conditions of this Agreement (each, a "“Sublicense Agreement"”). Each such sublicense agreement Sublicense Agreement shall contain, among other things, provisions to the following effect: 5.2.2.1. All provisions necessary to ensure The the Company’s ability to perform its obligations under this Agreement, including without limitation its obligations under Sections 6.16 (as applicable), 8.4, 8.5, 12 and 13.4.3, 14.10; 5.2.2.2. In the event of termination of the license set forth in Section 5.1 above, any existing Sublicense shall terminate; provided, however, that, Ramot shall be obliged, at the request of the Sublicensee, other than in the event that the termination is a result of a breach by such Sublicensee, to enter into a new license agreement with such Sublicensee on substantially the same terms as those contained in a Sublicense Agreement, provided that such terms shall be amended, if necessary, to the extent required to ensure that such Sublicense Agreement does not impose any obligations or liabilities on Ramot which are not included in this Agreement and provided further that the Sublicensee is not then at breach of the Sublicense Agreement; 5.2.2.3. The Sublicensee shall not be entitled to sublicense its rights under such Sublicense Agreement, provided that a Sublicensee that is an Affiliate of the Company may grant one further Sublicense of its rights; and 5.2.2.4. The Sublicense Agreement may not be assigned by Sublicensee without the prior written consent of Ramot, with the exception of an assignment that complies with the terms of assignment set forth in Section 14.10 and provided further that Ramot is provided with a copy of the agreement of the assignee to be bound by the terms of the Sublicenses Agreement as an original party thereto.

Sublicense Agreements. Cxxxxx shall enter into Sublicenses shall only be granted pursuant to written agreementsagreements between Cxxxxx and the applicable Sublicensee, which shall be in compliance and not inconsistent with and shall be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements shall be consistent with the terms and conditions of this Agreement (each, a "Sublicense Agreement"). Each such sublicense agreement and shall contain, among other things, provisions to the following effectfollowing: 5.2.2.1. All (i) all provisions necessary to ensure The Company’s Cxxxxx’x ability to perform its obligations under this Agreement, including without limitation its obligations under Sections 6.1, 8.4, 8.5, 12 and 13.4.3, 14.10; 5.2.2.2. In (ii) a provision clarifying that, in the event of termination of the license Exclusive License set forth in Section 5.1 above3.1.1 (Exclusive License) (in whole or in part (e.g., termination in a particular country)), any existing Sublicense agreement shall terminateterminate to the extent of such terminated license; provided, however, that, Ramot that such Sublicensee shall , at have the request of the Sublicensee, other than in the event that the termination is a result of a breach by such Sublicensee, right to enter into a new direct license agreement with CSPC under the terms set forth in Section 14.7 (Effect of Expiration or Termination) so long as such Sublicensee on substantially the same terms as those contained is in a Sublicense Agreement, provided that such terms shall be amended, if necessary, to the extent required to ensure that good standing under such Sublicense Agreement does agreement and has not impose any obligations or liabilities on Ramot which are not included in otherwise caused a material breach under this Agreement; 5.2.2.3. The (iii) a provision clarifying that the Sublicensee shall not only be entitled to sublicense its rights under such Sublicense Agreement, provided that a Sublicensee that is an Affiliate of agreement on the Company may grant one further Sublicense of its rightsterms set forth in this Section 3.1.2 (Sublicenses); and (iv) a provision that any permitted assignee agrees in writing to be bound by the terms of such Sublicense agreement.

Sublicense Agreements. Sublicenses shall only be granted pursuant to written agreements, which shall be in compliance and not inconsistent with and shall be subject and subordinate to the terms and conditions of this Agreement (each, a "Sublicense Agreement"). Each such sublicense agreement shall contain, among other things, provisions to the following effect: 5.2.2.1. All provisions necessary to ensure The the Company’s ability to perform its obligations under this Agreement, including without limitation its obligations under Sections 4.3, 6.1, 8.4, 8.5, 12 and 13.4.3, 14.1013.; 5.2.2.2. In the event of termination of the license set forth in License when a Title Transfer according to Section 5.1 above3.2 was not executed, any existing Sublicense shall terminate; provided, however, that, Ramot Ariel shall be entitled, but not obliged, at the request of the Sublicensee, other than in the event that the termination is a result of a breach by such Sublicensee, to enter into a new license agreement with such Sublicensee on substantially the same terms as those contained in a Sublicense Agreement, provided that such terms shall be amended, if necessary, to the extent required to ensure that such Sublicense Agreement does not impose any obligations or liabilities on Ramot Ariel which are not included in this Agreement; 5.2.2.3. The Sublicensee shall not be entitled to sublicense its rights under such Sublicense AgreementAgreement , provided that a Sublicensee that is an Affiliate of the Company may grant one further Sublicense of its rights; and 5.2.2.4. The Sublicense Agreement may not be assigned by Sublicensee to any party other than an Affiliate of the Sublicensee or the Company without the prior written consent of Ariel; and