Sublicense Obligations. (a) CELGENE agrees that any sublicense granted by it shall provide that the obligations to CMCC of Sections 2, 4.7, 4.8, 4.9, 9, 10, 11, 12, 15 and 16 of this Agreement, and, to the extent applicable pursuant to the terms of the relevant sublicense, Sections 7.2, 7.3, 7.4, 7.5, 7.6, shall be binding upon the SUBLICENSEE as if it were a party to this Agreement. CELGENE further agrees to attach copies of the above-identified Sections to any such sublicense agreements. Further, CELGENE hereby agrees that every sublicensing agreement to which it shall be a party and which shall relate to the rights, privileges and license granted hereunder shall contain a statement setting forth the event or date upon which CELGENE'S exclusive rights, privileges and license hereunder shall terminate.
(b) CELGENE agrees to forward to each of CMCC and BIOVENTURE a copy of any and all fully executed sublicense agreements and any amendments thereto, and further agrees to forward to each of CMCC and BIOVENTURE annually a copy of such reports received by CELGENE from its SUBLICENSEES during the preceding twelve (12) month period under the sublicenses as shall be pertinent to a royalty accounting under said sublicense agreements.
(c) CELGENE shall not receive from SUBLICENSEES anything of value in lieu of cash payments based upon payment obligations of any sublicense under this Agreement, without the express prior written permission of CMCC which shall not be unreasonably withheld or delayed. Prior to granting or withholding its consent, CMCC shall consult with BIOVENTURE as to the advisability of granting or withholding consent; provided that CMCC shall not be required to obtain the consent of BIOVENTURE, and that such consultation shall in no way delay or otherwise obstruct the delivery of CMCC's notice regarding its consent.
Sublicense Obligations. Santarus will notify the University of each sublicense granted hereunder and provide the University with a copy of each sublicense upon request. Santarus will collect and pay all amounts due the University from the sublicensees. Santarus will require the sublicensees to provide Santarus with royalty reports in accordance with the provisions herein.
Sublicense Obligations. INHIBITEX agrees that any sublicenses granted by it shall provide that the obligations to SYSTEM of Article X, and paragraphs 12.02 and 12.03 of this Agreement shall be binding upon the sublicensee(s) as if it were a party to this Agreement. INHIBITEX further agrees to include or attach copies of these Articles and paragraphs to sublicense agreements.
Sublicense Obligations. If Licensee elects to grant any sublicense(s) as permitted under Section 2.1, and during such period as the LMT Technology is exclusively licensed to Apple and/or its successors or assigns within the field of Consumer Electronic Products pursuant to the Apple Agreement, any such sublicense agreement must include the following: (a) a clear statement that, notwithstanding any other provisions in such sublicense, nothing in such sublicense shall give the sublicensee any right to use any portion of the LMT Technology created, conceived, invented, or discovered before the end of the Capture Period, including any extension of the Capture Period, in the field of Consumer Electronic Products (and Licensee shall include in each sublicense agreement the full definition of “Consumer Electronic Products” that is specified herein for reference); (b) a clear reservation of Licensor’s right to take any and all actions necessary to defend the LMT Technology created, conceived, invented, or discovered before the end of the Capture Period, including any extension of the Capture Period, in any litigation or administrative proceedings in which the sublicensee is a party; and (c) a clear reservation of Crucible’s right to take any and all actions necessary to defend the LMT Technology created, conceived, invented, or discovered before the end of the Capture Period, including any extension of the Capture Period, in any litigation or administrative proceedings in which the sublicensee is a party.
Sublicense Obligations. Prometheus will notify The Regents of each sublicense granted hereunder and provide The Regents with a copy of each sublicense and royalty report upon request. Prometheus will collect and pay all fees and royalties due The Regents as set forth in Paragraph 3.1 below (and guarantee all such payments due) from the sublicensees. Prometheus will require the sublicensees to provide it with royalty reports in accordance with the provisions herein.
Sublicense Obligations. LICENSEE agrees that any sublicenses granted by it shall provide that the obligations to SYSTEM identical to those of Article XI, and paragraphs 13.01 and 13.02 of this Agreement shall be binding upon the sublicensee(s) as if it were a party to this Agreement.
Sublicense Obligations. Biosite hereby agrees to be bound by the terms and conditions expressly applicable to a sublicensee under the Kaufxxxx Xxxeement and the Stratagene Agreement.
Sublicense Obligations. With respect to each copy of the SSI Software that OEM distributes to a OEM End User or other third-party, OEM shall either (i) distribute the software with the SSI End User License Agreement that SSI includes with the software and appears to the End User when the software is booted, or (ii) include in OEM’s own software license agreement for the OEM Product provisions at least as protective of the SSI and the SSI Software as those set forth in Exhibit D. OEM shall indemnify and hold SSI harmless from and against warranty claims made by End Users for warranties made by OEM that exceed the scope of the warranty expressly set forth above.
Sublicense Obligations. All sublicenses granted by Licensee shall ---------------------- provide that the obligations to Licensors of Licensee under sections 5, 9, 11 and 12 of this Agreement shall be binding upon Sublicensee as if it were a party to this Agreement.
Sublicense Obligations. The Sublicensee acknowledges that it has received and read a copy of the License Agreement (excluding Schedule B thereof) and agrees to be bound to the Licensor and Licensee under this Sublicense Agreement as if the Sublicensee were the Licensee under the License Agreement by all of the provisions therein imposing any obligations on the Licensee (including without limitation the indemnification obligations in Section 9 thereof) insofar as such obligations arise out of or relate to the Products to be issued, marketed and/or sold by the Sublicensee, other than the obligation to pay the License Fees imposed by Section 3 of the License Agreement.
