Common use of Sublicenses; Limitations Clause in Contracts

Sublicenses; Limitations. SPE may sublicense the rights granted to the Verenium Background Technology under this Section 3.1 only as permitted under Sections 5.3 and 5.4. Each sublicense of the Verenium Background Technology granted by SPE as permitted herein will contain provisions that (a) obligate sublicensees to SPE to at least the same extent that SPE is obligated to Verenium under this Agreement with respect to the Verenium Background Technology, (b) prohibit sublicensees from granting further sublicenses of the Verenium Background Technology except as permitted in writing by SPE, and (c) are no less favorable to any Third Party licensor than the provisions that govern the license of such Third Party licensor’s technology to Verenium. SPE shall provide Verenium and BP a copy of all such sublicense agreements. SPE agrees, and agrees to cause its Affiliates and sublicensees, not to practice any of the Verenium Background Technology except as expressly permitted pursuant to the license granted to SPE in Section 3.1 or any other written agreement between Verenium and SPE.

Sublicenses; Limitations. SPE may sublicense the rights granted to the Verenium BP Background Technology under this Section 3.1 3.2 only as permitted under Sections 5.3 and 5.4. Each sublicense of the Verenium BP Background Technology granted by SPE as permitted herein will contain provisions that (a) obligate sublicensees to SPE to at least the same extent that SPE is obligated to Verenium BP under this Agreement with respect to the Verenium BP Background Technology, (b) prohibit sublicensees from granting further sublicenses of the Verenium BP Background Technology except as permitted in writing by SPE, and (c) are no less favorable to any Third Party licensor than the provisions that govern the license of such Third Party licensor’s technology to Verenium. SPE shall provide BP and Verenium and BP with a copy of all such sublicense agreements. SPE agrees, and agrees to cause its Affiliates and sublicensees, not to practice any of the Verenium BP Background Technology except as expressly permitted pursuant to the license granted to SPE in Section 3.1 3.2.1 or any other written agreement between Verenium BP and SPE.