Right to Sublicense. Licensee shall have the right, subject to the provisions of this Agreement, to grant sublicenses to sublicensees on terms and conditions consistent with this Agreement. Any sublicenses granted by Licensee shall survive termination of the licenses granted to Licensee under Section 1 of this Agreement, provided that the following conditions are met as of the date of such termination: (a) the written agreement between Licensee and sublicensee pursuant to which the sublicense was granted (i) obligates the sublicensee to thereafter remit to Licensor all sublicense royalties or other sublicense-related consideration that the sublicensee would have owed to Licensee under the sublicense, (ii) names Licensor as a third party beneficiary, (iii) affirms that Licensee shall remain responsible for all obligations to sublicensee, unless Licensor (at its discretion) elects to assume such obligations; and (iv) the sublicensee under the sublicense agreement is not directly or indirectly an affiliate of the Licensee at the time of the termination of this Agreement or for a period of three (3) years after the termination of this Agreement, and if the sublicensee is or becomes an affiliate of Licensee during such time, then the Licensor will have the right in his sole discretion to terminate the sublicense agreement; and (b) Licensee informs the sublicensee in writing (with a copy to Licensor) that the sublicensee’s obligations pursuant to subsection (a) are in effect as a result of the termination.
Appears in 4 contracts
Sources: License Agreement (Med-X, Inc.), License Agreement (Med-X, Inc.), License Agreement (Med-X, Inc.)
Right to Sublicense. Licensee shall have the right, subject to the provisions of this Agreement, to grant sublicenses to sublicensees on terms and conditions consistent with this Agreement. Any sublicenses granted by Licensee shall survive termination of the licenses granted to Licensee under Section 1 of this Agreement, provided that the following conditions are met as of the date of such termination: (a) the written agreement between Licensee and sublicensee pursuant to which the sublicense was granted (i) obligates the sublicensee to thereafter remit to Licensor all sublicense royalties or other sublicense-related consideration that the sublicensee would have owed to Licensee under the sublicense, (ii) names Licensor as a third party beneficiary, (iii) affirms that Licensee shall remain responsible for all obligations to sublicensee, unless Licensor (at its discretion) elects elections to assume such obligations; and (iv) the sublicensee under the sublicense agreement is not directly or indirectly an affiliate of the Licensee at the time of the termination of this Agreement or for a period of three (3) years after the termination of this Agreement, and if the sublicensee is or becomes an affiliate of Licensee during such time, then the Licensor will have the right in his sole discretion to terminate the sublicense agreement; and (b) Licensee informs the sublicensee in writing (with a copy to Licensor) that the sublicensee’s obligations pursuant to subsection (a) are in effect as a result of the termination.
Appears in 2 contracts
Sources: License Agreement (Med-X, Inc.), License Agreement (Med-X, Inc.)
Right to Sublicense. Licensee shall have the right, subject (a) Subject to the provisions terms and conditions of this Agreement, Ahon shall have the right to grant sublicenses of the license granted to sublicensees on it under Section 2.1: (i) to its controlled subsidiary, provided that such sublicense shall automatically terminate if such sublicensee ceases to be controlled subsidiary of Ahon. Notwithstanding the foregoing, Ahon shall obtain DiaMedica’s prior written consent if Ahon wishes to sublicense all or substantially all of Ahon’s rights or obligations under this Agreement to any Third Party.
(b) Each sublicense shall be subject to a written agreement that is in full compliance with the terms and conditions consistent with this Agreement. Any sublicenses granted by Licensee shall survive termination of the licenses granted to Licensee under Section 1 of this Agreement, provided that the following conditions are met as of the date of such termination: (a) the written agreement between Licensee and sublicensee pursuant to which the sublicense was granted (i) obligates the sublicensee to thereafter remit to Licensor all sublicense royalties or other sublicense-related consideration that the sublicensee would have owed to Licensee under the sublicense, (ii) names Licensor as a third party beneficiary, (iii) affirms that Licensee shall remain responsible for all obligations to sublicensee, unless Licensor (at its discretion) elects to assume such obligations; and (iv) the sublicensee under the sublicense agreement is not directly or indirectly an affiliate of the Licensee at the time of the termination of this Agreement or for a period of three (3) years after the termination of this Agreement, and Ahon shall ensure that its sublicensees comply with the terms and conditions of this Agreement. As part of each sublicense agreement, Ahon will ensure that each sublicensee acknowledges this Agreement and affirms its commitment to comply with the terms of this Agreement. Ahon may fulfill any of its obligations under this Agreement itself or through its controlled subsidiary and sublicensees, provided however that Ahon remains directly responsible for all of its obligations under this Agreement, regardless of whether any such obligation is delegated, subcontracted or sublicensed to its controlled subsidiary or sublicensees. Within thirty (30) days after the execution of any sublicense agreement, Ahon shall provide DiaMedica with a true and complete copy of such sublicense agreement certified as such by Ahon’s Chief Executive Officer (and an English translation if the sublicensee sublicense agreement is or becomes an affiliate executed in other language). [***] Indicates portions of Licensee during such time, then this exhibit that have been omitted and filed separately with the Licensor will have the right in his sole discretion to terminate the sublicense agreement; Securities and (b) Licensee informs the sublicensee in writing (with a copy to Licensor) that the sublicensee’s obligations Exchange Commission pursuant to subsection (a) are in effect as a result of the terminationrequest for confidential treatment.
Appears in 1 contract
Sources: License and Collaboration Agreement (DiaMedica Therapeutics Inc.)