Common use of Sublicense Rights Clause in Contracts

Sublicense Rights. Subject to the terms of this Agreement, EYETECH shall have the right to grant sublicenses solely under the license granted pursuant to Section 4.2.1 above and Section 4.13.1 below. EYETECH shall give ARCHEMIX prompt written notice of each sublicense under this Agreement along with a true, correct and complete copy of such sublicense promptly following execution thereof by the parties thereto with financial and other information redacted that is not required to enable ARCHEMIX to fulfill its reporting obligations to Gilead under the Gilead-Archemix License. Any such sublicense shall contain provisions for the assignment to ARCHEMIX of EYETECH’s interest therein upon termination of this Agreement, subject to the last sentence of this Section 4.2.2, unless the termination of this Agreement arises out of the action or inaction of such Sublicensee or the Sublicensee is then in breach of its obligations under such sublicense, in which case ARCHEMIX, at its option, may terminate such sublicense. Each sublicense shall also contain provisions which obligate such Sublicensee to comply with terms, conditions, agreements and obligations that are consistent with the terms, conditions, agreements and obligations to which EYETECH is subject under this Agreement. ARCHEMIX hereby agrees to accept such assignment and that such sublicense, as assigned, will remain in full force and effect, provided that ARCHEMIX shall have no obligation thereunder except to maintain the continued effectiveness of the sublicense.

Appears in 3 contracts

Samples: Divestiture Agreement (Ophthotech Corp.), Research and License Agreement (Archemix Corp.), Research and License Agreement (Nitromed Inc)

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Sublicense Rights. Subject to the terms of this AgreementArchemix’s rights under Article 8, EYETECH Regado shall have the right to grant sublicenses solely under the license granted pursuant to Section 4.2.1 above and Section 4.13.1 belowCommercial License. EYETECH Regado shall give ARCHEMIX Archemix prompt written notice of each sublicense under this Agreement along with a true, correct and complete copy of such sublicense promptly following execution thereof by the parties thereto with financial and other information redacted that is not required to enable ARCHEMIX to fulfill its reporting obligations to Gilead under the Gilead-Archemix Licensesublicense. Any such sublicense shall contain provisions for the assignment to ARCHEMIX Archemix of EYETECHRegado’s interest therein upon termination of this Agreement, subject to the last sentence of this Section 4.2.22.2, unless the termination of this Agreement arises out of the action or inaction of such Sublicensee or the Sublicensee is then in breach of its obligations under such sublicense, in which case ARCHEMIXArchemix, at its option, may terminate such sublicense. Notwithstanding this, if in Regado’s opinion, sublicensee did not materially breach the agreement, Regado may challenge the termination under the provisions of Section 8.3. Each sublicense shall also contain provisions which obligate such Sublicensee to comply with terms, conditions, agreements and obligations that are consistent with the terms, conditions, agreements and obligations to which EYETECH Regado is subject under this Agreement. ARCHEMIX Archemix hereby agrees to accept such assignment and that such sublicense, as assigned, will remain in full force and effect, provided that ARCHEMIX Archemix shall have no obligation thereunder except to maintain the continued effectiveness of the sublicense.

Appears in 2 contracts

Samples: License Agreement (Nitromed Inc), License Agreement (Archemix Corp.)

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Sublicense Rights. Subject to the terms of this AgreementArchemix’s rights under Section 8, EYETECH Regado shall have the right to grant sublicenses solely under the license granted pursuant to Section 4.2.1 above and Section 4.13.1 belowCommercial License. EYETECH Regado shall give ARCHEMIX Archemix prompt written notice of each sublicense under this Agreement along with a true, correct and complete copy of such sublicense promptly following execution thereof by the parties thereto with financial and other information redacted that is not required to enable ARCHEMIX to fulfill its reporting obligations to Gilead under the Gilead-Archemix Licensesublicense. Any such sublicense shall contain provisions for the assignment to ARCHEMIX Archemix of EYETECHRegado’s interest therein upon termination of this Agreement, subject to the last sentence of this Section 4.2.22.2, unless the termination of this Agreement arises out of the action or inaction of such Sublicensee or the Sublicensee is then in breach of its obligations under such sublicense, in which case ARCHEMIXArchemix, at its option, may terminate such sublicense. Notwithstanding this, if in Regado’s opinion, Sublicensee did not materially breach the agreement, Regado may challenge the termination under the provisions of Section 8.3. Each sublicense shall also contain provisions which obligate such Sublicensee to comply with terms, conditions, agreements and obligations that are consistent with the terms, conditions, agreements and obligations to which EYETECH Regado is subject under this Agreement. ARCHEMIX Archemix hereby agrees to accept such assignment and that such sublicense, as assigned, will remain in full force and effect, provided that ARCHEMIX Archemix shall have no obligation thereunder except to maintain the continued effectiveness of the sublicense.

Appears in 2 contracts

Samples: License Agreement (Regado Biosciences Inc), License Agreement (Regado Biosciences Inc)

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