Common use of Sublicense Obligations Clause in Contracts

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. (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 advisibility of granting or withholding consent; provided 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. (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 advisibility 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. (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. . -15- <PAGE> (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 advisibility 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.