Sublicensing Rights. Novartis and its Affiliates may grant sublicenses of the license granted in Section 5.3.1(a), Section 5.3.2, and Section 5.3.3, and Intellia and its Affiliates may grant sublicenses of the license granted in Section 5.3.1(b), provided that (a) such sublicense (i) is in writing, (ii) is subject and subordinate to, and consistent with, the terms and conditions of this Agreement, and (iii) requires the applicable sublicensee to comply with all applicable terms of this Agreement [***]; (b) with respect to Novartis or any of its Affiliates as the sublicensing Party to the extent required by the Key License Agreements as in effect on the Effective Date or the agreements for any Included Intellia New In-Licensed Intellectual Property, Novartis promptly notifies Intellia of the grant of each sublicense and provides Intellia a copy of the final executed sublicense agreement, redacted for information not pertinent to this Agreement to the extent that such redactions do not reasonably impair Intellia’s ability to ensure compliance with this Agreement, the Key License Agreements or agreements for any Included Intellia New In-Licensed Intellectual Property, as applicable, (c) Novartis or Intellia, as applicable, shall be responsible for the failure by its sublicensees to comply with, and Novartis or Intellia, as applicable, guarantees the compliance by each of its sublicensees with, all relevant restrictions, limitations and obligations in this Agreement, and [***]. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
Sublicensing Rights. (a) The rights granted under the LMS Licence may be sub-licensed by Protea to any Third Parties without the need to obtain prior consent from LMS. Protea shall inform LMS of the name of the sub-licensee and the scope of the rights sub-licensed. However, Protea must ask LMS' prior written consent if Protea wishes to sub-license said rights to the LMS restricted entities referred to in Exhibit D. LMS shall be entitled to amend such entities referred to in Exhibit D at any time and at the latest 12 months before the first application for a Marketing Authorization for the Product, developed under the Development Program, is submitted by a Party.
Sublicensing Rights. (a) The rights granted under the Protea Off Project License may be sub-licensed by LMS to any Third Parties without the need to obtain prior consent from Protea. LMS shall inform Protea of the name of the sub-licensee and the scope of the rights sub-licensed. However, LMS must ask Protea's prior written consent if LMS wishes to sub-license said rights to the Protea restricted entities referred to in Exhibit D.
Sublicensing Rights. (a) The license(s) granted to Intellia in Section 2.1 and to Caribou in Section 2.2 may be sublicensed, in full or in part, by Intellia and Caribou, respectively, (each, the “Sublicensing Party”) by a written agreement to its Affiliates and Third Parties (with the further right to sublicense [***] provided that the following shall likewise apply with respect to sublicenses granted by a Sublicensee), provided, that:
Sublicensing Rights. Each Party will have the right to grant sublicenses, through multiple tiers of sublicensees, under the licenses granted in Sections 3.1, 3.2, 3.3, and 3.4, in full or in part, to its Affiliates or a Third Party, provided, that as a condition precedent to and requirement of any such sublicense:
Sublicensing Rights. 5.00 LICENSEE shall have the right under the LICENSED PATENTS to grant sublicenses to third parties at royalty rates not less than those required to be paid as specified in Paragraph 3.02, Article III, subject to the provisions of this Agreement and to the submission to and approval by LICENSOR’S Representative, which approval shall not be unreasonably withheld. Any sublicense shall make reference to this License including those rights retained by LICENSOR. Such sublicenses shall be non-assignable by LICENSEE without the written approval of the LICENSOR, which approval shall not be unreasonably withheld, except to the successor of that part of the LICENSEE’S business to which this Agreement pertains. A copy of any sublicense shall be furnished to LICENSOR’S Representative promptly after its execution. In the event of a material default by any sublicensee under a sublicense agreement, LICENSEE THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [***] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. will inform LICENSOR and has the right to take such action, after consultation with LICENSOR, which in LICENSEE’S reasonable business judgment will address such default.
Sublicensing Rights. THE REGENTS also grants to LICENSEE the right to issue royalty-bearing sublicenses to third parties in the Field of Use, having rights no greater than those granted to LICENSEE, provided that LICENSEE has exclusive rights in such Licensed Patents, Licensed Copyrights, and Licensed Trademarks in the Field of Use at the time of sublicensing. LICENSEE may issue sublicenses to Licensed Trademarks only in conjunction with LICENSEE's sublicensing of Licensed Patents and Licensed Copyrights.
Sublicensing Rights. (a) Subject to clauses 3.3(c) and 3.3(d), Orchard may sublicense its rights under the Collaboration Product Licence (including through multiple tiers) solely for the purposes set out in clause 3.1(a)(ii) subject to clause 3.1(a)(iii).
Sublicensing Rights. 2.2.1. As of the end of the Development Period, Bioamber shall have the right to sublicense the rights granted pursuant to Section 2.1.1 and/or 2.1.2 to Third Parties, subject to DuPont having the right to reject any potential sublicensee, and provided that any such Third Party agrees to abide by all the terms of this Agreement as they apply to Bioamber as a rights grantee hereunder. Bioamber shall grant no sublicenses during the Development Period other than sublicenses of the rights granted pursuant to Section 2.1.1 to allow Third Parties to assist Bioamber with the further development pursuant to Section 2.12.2.
Sublicensing Rights. WKKC may sublicense its rights under this Agreement to (a) any Subsidiary and (b) solely to the extent permitted in Section 2.5, to any Co-manufacturer or Supplier of the WKKC Group (each Person in (a) and (b) being a “Sublicensee”); provided, that all of the obligations and limitations imposed on WKKC pursuant to this Agreement (including those relating to confidentiality) shall be binding upon any Sublicensee on the same basis, and to the same extent, as they are binding upon WKKC; and any Parent Company and the WKKC Group shall be responsible for and shall ensure its Sublicensees’ compliance therewith. WKKC, any Parent Company, and its Affiliates shall remain fully liable for any acts or omissions of WKKC’s Sublicensees as if undertaken by Parent Company, WKKC or its Affiliates itself, and shall be jointly and severally liable for any damages caused to Kellanova or its Affiliates as a result thereof.
