Common use of Grant Back Clause in Contracts

Grant Back. (a) Subject to the terms and conditions of this Amended IPLA, Purchaser, on behalf of itself and its Subsidiaries, hereby grants (and agrees to grant and cause Purchaser and its Subsidiaries to grant) to Alibaba and its Subsidiaries during the Term a non-exclusive, irrevocable, worldwide, royalty-free, non-transferable (except to a successor of Alibaba in connection with a merger or consolidation, or to a transferee of Alibaba in connection with the transfer of all or any substantial portion of the assets of Alibaba and its Subsidiaries), right and license, under all Patents (including all New Alipay Patents and Patents constituting Stage 1 Retained IP) owned or licensable by Purchaser or any of Purchaser’s Subsidiaries during the Term (“Alipay-Retained IP”) to make, have made, use, sell, offer for sale, import, export and otherwise commercialize any products and services, including engaging third Persons by Alibaba or its Subsidiaries for the procurement by Alibaba or its Subsidiaries of (and having such third Persons provide) services for the benefit of Alibaba and/or its Subsidiaries. For the avoidance of doubt, such third Persons will have immunity under such Patents only to the extent they are providing services for the benefit of Alibaba and/or its Subsidiaries and not for services provided to other customers of such third Persons. For clarity, the Parties acknowledge that any New Alipay Patents, if they are owned solely by Alibaba or assigned to Alibaba as required by Section 4.4(a), and not owned by Purchaser or any of Purchaser’s Subsidiaries, will be subject to the provisions of this Amended IPLA relating to Alipay-Exclusive Patents and New FIG Business-Exclusive Patents and not to this Section 2.7.

Grant Back. (a) Subject to the terms and conditions of this Amended IPLAAgreement, PurchaserOpco, on behalf of itself and its Subsidiaries, hereby grants (and agrees to grant and cause Purchaser Opco and its Subsidiaries to grant) to Alibaba and its Subsidiaries during the Term a non-exclusive, irrevocable, worldwide, royalty-free, non-transferable (except to a successor of Alibaba in connection with a merger or consolidation, or to a transferee of Alibaba in connection with the transfer of all or any substantial portion of the assets of Alibaba and its Subsidiaries), right and license, under all Patents (including all New Alipay Patents and Patents constituting Stage 1 Retained IP) Patents, if any, owned or licensable by Purchaser Opco or any of PurchaserOpco’s Subsidiaries during the Term (“AlipayOpco-Retained IP”) to make, have made, use, sell, offer for sale, import, export and otherwise commercialize any products and services, including engaging third Persons by Alibaba or its Subsidiaries for the procurement by Alibaba or its Subsidiaries of (and having such third Persons provide) services for the benefit of Alibaba and/or its Subsidiaries. For the avoidance of doubt, such third Persons will have immunity under such Patents only to the extent they are providing services for the benefit of Alibaba and/or its Subsidiaries and not for services provided to other customers of such third Persons. For clarity, the Parties parties acknowledge that any New Alipay Opco Patents, if they are owned solely by Alibaba or assigned to Alibaba as required by Section 4.4(a), and not owned by Purchaser Opco or any of PurchaserOpco’s Subsidiaries, will be subject to the provisions of this Amended IPLA Agreement relating to Alipay-Exclusive Patents and New FIG BusinessOpco-Exclusive Patents and not to this Section 2.7.