Common use of SUB-LICENCES Clause in Contracts

SUB-LICENCES. 5.1 60P and 60P Australia shall each have the right to grant sub-licences ofthe Patent Rights under its license in this Agreement to Sub-licensees on an arm's length basis, provided that: i. neither 60P nor 60P Australia shall grant any rights to its Sub-licensees which are inconsistent with the rights granted to and obligations of the Licensee hereunder; ii. any act or omission of a Sub-licensee which would be a breach of this Agreement if performed by the Licensee shall be deemed to be a breach by Licensee of this Agreement, unless such breach, if capable of remedy, shall have been remedied by the Sub-licensee within a period of ninety (90) days after notice of that breach has been provided by Licensor to 60P in writing; iii. each sub-licence granted by 60P and/or 60P Australia shall include an audit right in favour of the Licensor of at least the same scope as provided in Section 9.1(c) hereof with respect to the Licensee; iv. each sub-licence granted by 60P and/or 60P Australia shall include an indemnity clause from the Sub-licensee for costs, claims, damages or expenses directly incurred or suffered by the Licensor, or for which the Licensor may become liable, as a result of the default or negligence of such Sub-licensee; v. upon the termination of this Agreement under Section 19, the Licensor shall have the right and option to require an assignment to it or its nominee of each sublicence between 60P and/or 60P Australia and its/their Sub-licensees, and for these purposes, both 60P and 60P Australia shall procure that all sub-licences granted hereunder shall contain express terms that: (a) permit the assignment of the sub-license to the Licensor under the circumstances specified in this Section 5.l(v) and require 60P and/or 60P Australia and Sub-licensee to consent to such assignment; (b) in the event that the Licensor does not exercise its option to require an assignment under this Section 5.l(v), or if for any reason the assignment cannot be effected, the sub-licence agreement will automatically be terminated; and (c) 60P, 60P Australia and the Sub-licensee in question shall bear their own expenses in relation to such assignment. 5.2 60P shall within thirty (30) days of the grant of any sub-licence (which shall be in writing) provide the Licensor with a true copy of the sub-licence at 60P's own expense. 5.3 The sub-licences granted to any Sub-licensee by 60P and/or 60P Australia shall not be transferable and shall not permit further sub-licensing of the Patent Rights, Invention or Technology by the Sub-licensee. 5.4 The Parties agree that Sub-Licensing Revenue received from a Related Company of 60P and/or 60P Australia shall not be considered to be Sub-Licensing Revenue for the purposes of Section 8.3 herein.