Existing In-License Agreements. The licenses granted by AbbVie in Section 4.1 include sublicenses under the applicable license rights granted to AbbVie or its Affiliates by Third Parties under the Existing In-License Agreements. Any sublicense with respect to Information or intellectual property rights of a Third Party hereunder, and any right of Receptos (if any) to grant a further sublicense thereunder, shall be subject and subordinate to the terms and conditions of the Existing In-License Agreement under which such sublicense is granted, and shall be effective solely to the extent permitted under the terms of such agreement. Without limitation of the foregoing, in the event and to the extent that any Existing In-License Agreement (i) contains terms and conditions that provide to AbbVie the right to grant (sub)licenses (A) for a field of use that is narrower in any respect than the Field, (B) for a territory that is narrower in any respect than the Territory, or (C) with respect to a compound or product, the definition of which is more limited than a Licensed Compound or Licensed Product, the sublicenses granted by AbbVie to Receptos under such license shall be deemed to permit Receptos to exercise such sublicense only with respect to such more limited compound or product, or such narrower field or territory, as applicable, each as defined in the applicable Existing In-License Agreement (and, for clarity, in no event shall the scope of any definition or terms under the Existing In-License Agreement expand the Licensed Products or Field hereunder), or (ii) requires that particular terms or conditions of such agreement be contained or incorporated in any agreement granting a sublicense thereunder, such terms and conditions are hereby deemed to be incorporated herein by reference and made applicable to the sublicense granted herein under such Existing In-License Agreement. During the term of the Exclusive License Agreement, neither AbbVie nor its Affiliates shall (x) amend, assign or terminate any Existing In-License Agreement in a manner that has an adverse effect on the rights or interest of Receptos pursuant to this Agreement (including any amendment, assignment or termination that affects the coverage of any AbbVie Patent as it relates to any Licensed Product) without the prior written consent of Receptos or (y) breach any Existing In-License Agreement, or otherwise perform or fail to perform any action or obligation, which would allow any other party to terminate any Existing In-Lice...
Existing In-License Agreements. 7.5.1 For clarity, the license granted to TGTX in Section 7.1 includes a sublicense under certain Duke IP and Cellectis Patents.
Existing In-License Agreements. The rights and obligations of Licensor under this Agreement shall be subject to, and limited by, the terms of the Existing In-License Agreements specifically identified on Schedule 7.6.5.
Existing In-License Agreements. Astellas acknowledges and agrees that certain of the rights, licenses and sublicenses granted by Frequency to Astellas in this Agreement (including any sublicense rights) are subject to the terms of the MIT License Agreement. Astellas shall, and shall cause each Astellas Entity to, [***]. Without limiting the foregoing, [***].
Existing In-License Agreements. 8.6.1 For clarity, the license granted to Imugene in Section 8.1 includes a sublicense under certain Duke IP and Cellectis Patents.
Existing In-License Agreements. The Existing In-License Agreements set forth in Schedule 14.2.1 to the Agreement are hereby incorporated by reference herein.
Existing In-License Agreements. (a) Ultragenyx acknowledges and agrees that the rights, licenses and sublicenses granted by Solid to Ultragenyx in this Agreement (including any rights to sublicense) are subject to the terms of the Existing In-License Agreements and the rights granted to the Institutions thereunder, the scope of the licenses granted to Solid and its Affiliates thereunder and the rights retained by such Institutions.
Existing In-License Agreements. Ultragenyx acknowledges that, pursuant to the Existing In-License Agreements, [**] and [**] control Prosecution and Maintenance of certain Licensed Patents, with Solid having certain rights to review. Ultragenyx acknowledges and agrees
Existing In-License Agreements. Ultragenyx acknowledges that, pursuant to the Existing In-License Agreements, the Institutions have certain rights with respect to enforcement of certain of the Licensed Patents, including with respect to recoveries in respect of enforcement of certain of the Licensed Patents. Ultragenyx acknowledges and agrees that (i) the rights and obligations under this Section 10.5 are subject to the rights of Solid’s licensors under the Existing In-License Agreements and (ii) Solid’s obligations under this Agreement only apply to the extent of Solid’s rights with respect to participation in enforcing the Licensed Patents under the Existing In-License Agreements.
Existing In-License Agreements. All licenses and other rights granted to Zai under this Agreement (including any sublicense rights) are subject to the rights and obligations of Karuna under the Existing In-License Agreements. Xxx acknowledges and agrees that it will comply with all of the obligations under the Existing In-License Agreements to the extent applicable to Zai as a sublicensee thereunder that are set forth on Schedule 2.11 (the “Existing In-License Agreement Terms”), which shall be incorporated in this Agreement by reference. Karuna shall be solely responsible for the payment of any royalty, milestone and other payments due to Third Parties under any Existing In-License Agreement on account of Zai’s, its Affiliates’ and Sublicensees’ Exploitation of the Compound and Licensed Product in the Field in the Licensed Territory in accordance with this Agreement and the Existing In-License Agreement Terms. [***] = CERTAIN CONFIDENTIAL INFORMATION OMITTED
