Right to Grant Sublicenses. Adapt shall have the right to grant Sublicenses (through multiple tiers of Sublicensees). Adapt shall cause each Sublicensee to comply with the applicable terms and conditions of this Agreement. Adapt shall remain responsible for the performance of its Affiliates and Sublicensees that are granted Sublicenses as permitted herein, and the grant of any such Sublicense shall not relieve Adapt of its obligations under this Agreement. With respect to any such Sublicense, Adapt shall ensure that the agreement pursuant to which it grants such Sublicense (i) does not conflict with the terms and conditions of this Agreement and (ii) contains terms obligating the Sublicensee to comply with confidentiality and non-use provisions consistent with those set forth in this Agreement. With respect to any such Sublicense to a Commercial Sublicensee, Adapt shall use Commercially Reasonable Efforts to ensure that the agreement pursuant to which it grants such Sublicense contains (A) terms obligating such Commercial Sublicensee to permit Lightlake rights of inspection, access, and audit substantially similar to those provided to Lightlake in this Agreement and (B) terms relating to intellectual property and data ownership consistent with those set forth in this Agreement. With respect to any such Sublicense to a Commercial Sublicensee, Adapt shall ensure that the agreement pursuant to which it grants such sublicense contains an exclusivity provision consistent with that contained in Section 4.6.2. A copy of any Sublicense agreement with a Commercial Sublicensee executed by Adapt shall be provided to Lightlake within fourteen (14) days after its execution; provided that the financial terms of any such Sublicense agreement may be redacted to the extent not pertinent to an understanding of a Party’s obligations or benefits under this Agreement.
Right to Grant Sublicenses. During the Sublicensing Term, Licensor hereby grants to AST under the Licensed Patents the right and authorization to enter into Sublicense Agreements with Members or their Affiliates (as defined in the Sublicense Agreement). Additionally, Licensor hereby grants to AST under the Licensed Patents all rights, licenses, authorizations, releases, covenants and waivers necessary to grant the rights, licenses, authorizations, releases, covenants and waivers under the Sublicense Agreement, including without limitation the rights under Sections 2 and 3 of the Sublicense Agreement. If at any point during the Term, AST dissolves or otherwise ceases to exist as an ongoing operation, then the Sublicense Agreements shall be automatically assigned to Licensor or the then-current owner of the Licensed Patents and Licensor or the then-current owner of the Licensed Patents shall be bound by the terms and conditions of any such Sublicense Agreement as if it, itself, had signed such agreement in place of AST. Also, Licensor hereby acknowledges and agrees that (a) the Sublicense Agreements shall run with the Licensed Patents, (b) each subsequent purchaser of the Licensed Patents shall purchase the Licensed Patents subject to the Sublicense Agreements (including the licenses and releases included therein), (c) Licensor agrees not to disclose the existence or any term or condition of this agreement to any third party, however Licensor may disclose only the existence of each Sublicense Agreement and the identity of the Member to actual or prospective purchasers of the Licensed Patents, such disclosure being made subject to confidentiality agreement prohibiting the recipient from disclosing this information absent express written consent from AST, (d) Licensor shall ensure that any subsequent purchase of the Licensed Patents (and any future purchasers thereafter) are informed of the existence of the Sublicense Agreements and the rights granted under this Agreement, and (e) AST is empowered to grant the rights, licenses, authorizations, releases, covenants and waivers set forth in the Sublicense Agreement and that such grants shall have the same binding effect upon the Licensed Patents and Licensor as if the grants had been made directly by Licensor.
Right to Grant Sublicenses. The Licensee has the right to grant sublicenses to any Person under this Agreement on the following terms and conditions:
Right to Grant Sublicenses. In furtherance of the primary purpose of this Agreement as set forth in Section 3.3 above, BND shall have the right to sublicense the License Patents and Licensed Technology in its sole and absolute discretion. Each sublicense granted by BND pursuant to this Agreement, shall be consistent the provisions of this Agreement. Prior to the grant of each sublicense hereunder, BND shall provide BDSI a copy of the sublicense.
Right to Grant Sublicenses. 8 4.4 Division of Sublicensing Fees and Other Payments.................. 9 4.5 Third Party Offers or Statements of Interest...................... 9
Right to Grant Sublicenses. Novartis acknowledges that the licenses under Section 5.1 are personal to Novartis. Notwithstanding anything to the contrary, Novartis will have the right to grant sublicenses under the licenses granted under Section 5.1.1 and Section 5.1.2 above: * ***Confidential Treatment Requested
Right to Grant Sublicenses. Subject to the terms and conditions of this Agreement, Akouos and its Affiliates shall have the right to sublicense their rights under the Agreement, in whole or in part, to one or more Third Parties. Akouos and its Affiliates may permit any of its Sublicensees to grant sublicenses to Third Parties, including through multiple tiers, under their rights to the Licensed Intellectual Property; provided, however, that in connection only with any Pass- Through Sublicense, Akouos and its Affiliates shall not authorize any Sublicensee to permit such Sublicensee’s own sublicensees to grant any further sublicenses of such rights without Akouos’ prior written consent, such consent not to be unreasonably withheld, conditioned or delayed. Subject to Sections 5.1.5 and 10.2.4 of this Agreement, Akouos shall be responsible for any breach of a Sublicense by a Sublicensee that results in a material breach of this Agreement.
Right to Grant Sublicenses. KI PHARMA shall have the right to grant sublicenses to market, sell, distribute or otherwise commercially dispose of Venture Products within the Territory subject to the following conditions: (i) the parties hereto shall discuss in good faith with respect to the timing of a formal request and authorization to pursue any potential sublicense by KI PHARMA with respect to Venture Products but BIONUMERIK shall have the right to decide such timing with respect to Venture Products BN, and GRELAN shall have the right to decide such timing with respect to Venture Products GR; (ii) in addition, (a) BIONUMERIK will have the final right and authority to accept or refuse any potential Sublicensee for Venture Products BN in the Territory, and (b) GRELAN will have the final right and authority to accept or refuse any potential Sublicensee for Venture Products GR in the Territory; provided that if GRELAN is the potential Sublicensee for a particular Venture Product GR, then the Steering Committee shall have the final right and authority to accept or refuse such sublicense, and provided further that BIONUMERIK and GRELAN shall not refuse such Sublicensees unreasonably.
Right to Grant Sublicenses. 4.1. The Regents also grants to Licensee the right to sublicense to third parties the Patent Rights, with no right to grant further sublicenses except as provided below, as long as Licensee has exclusive rights thereto under this Agreement. Each Sublicensee must be subject to a written sublicense agreement as specified in Paragraph 4.3. For the avoidance of doubt, Licensee’s Joint Ventures shall have no licenses under this Agreement unless such Joint Ventures are granted Sublicenses. For the purposes of this Agreement, the operations of all Sublicensees shall be deemed to be the operations of Licensee, for which Licensee shall be responsible.
Right to Grant Sublicenses. Praxis will have the right to grant sublicenses (through multiple tiers) under the licenses granted under Section 7.1.1 and Section 7.1.2 above, provided that (a) each such sublicense is for the continued Research, Development and/or Commercialization of a Product, and is subject to, and consistent with, the terms and conditions of this Agreement, and (b) Praxis will not sublicense the Product prior to the [***] without Ionis’ consent (such consent not to be unreasonably withheld, conditioned or delayed). Praxis will use reasonable efforts to ensure that all Persons to which it grants sublicenses comply with such terms and conditions. For the avoidance of doubt, Praxis will not have the right to grant a sublicense of any of its rights under Section 7.1.3 to any Third Party.
