Affiliated Sublicensee definition
Examples of Affiliated Sublicensee in a sentence
LICENSEE acknowledges and agrees that neither it nor any Affiliated Sublicensee shall use any compound Covered by the Reagent Patents or any simple derivative of such compound in any drug product.
A breach by any such Affiliated Sublicensee of any such obligation of LICENSEE shall constitute a breach by LICENSEE of this Agreement and shall entitle LICENSOR to exercise its rights hereunder, in addition to any other rights and remedies to which LICENSOR may be entitled.
All records, documentation and other information made available by CRISPR or an audited Affiliated Sublicensee to such independent auditor, or by CRISPR, an audited Affiliated Sublicensee or such independent auditor to EC, pursuant to this Section 4.4 shall be deemed Confidential Information of CRISPR.
Where a Change of Control of an Affiliated Sublicensee is followed by a Change of Control of Company, the fee [***].
The parties agree that, at CRISPR’s discretion, CRISPR’s rights under this Article 5 may be exercised on behalf of CRISPR by any Affiliated Sublicensee designated by CRISPR from time to time.
Royalties under Section 3.4 and payments with respect to Sublicensing Revenues under Section 3.5 (collectively, “Revenue-Sharing Payments”), including in each case any such Revenue-Sharing Payments made by an Affiliated Sublicensee to EC pursuant to Section 3.6, shall be calculated and reported for each calendar quarter and shall be paid within […***…] after the end of the calendar quarter.
Royalties under Section 3.2 and payments with respect to Sublicensing Revenues under Section 3.3 (collectively, “Revenue-Sharing Payments”), including in each case any such Revenue-Sharing Payments made by an Affiliated Sublicensee to EC pursuant to Section 3.4, shall be calculated and reported for each calendar quarter and shall be paid within […***…] after the end of the calendar quarter.
Similarly, if CRISPR or an Affiliated Sublicensee grants any sublicense under both the Technology and the New EC Technology, […***…] shall be due and payable to EC with respect to any item of sublicensing revenues received by CRISPR or an Affiliated Sublicensee for such sublicense, which shall be calculated at the higher of (i) the rate set forth in Section 3.5 and (ii) the rate set forth in the New License Agreement(s).
Company shall pay to MIT the percentages of Sublicense Income received by Company or an Affiliated Sublicensee, as applicable, in connection with any Sublicense regardless of tier, as set forth below in Sections 4.1(g)(i)-(ii).
For clarity, the assignment or transfer of this Agreement from one Affiliated Sublicensee to another Affiliated Sublicensee shall not be deemed to be Change of Control of an Affiliated Sublicensee.