Sublicensed Technology. The licenses relating to EVG, EVG Product, EVG Combination Product and Quad granted to Licensee under this Agreement include sublicenses of intellectual property rights from Japan Tobacco, and remain subject to the terms and conditions of the Japan Tobacco Agreement. Gilead and Licensee shall not permit any action to be taken or event to occur, in each case to the extent within such party’s reasonable control, that would give Japan Tobacco the right to terminate the Japan Tobacco Agreement. If either party is notified or otherwise becomes aware that Licensee’s activities may constitute a material breach of the Japan Tobacco Agreement, it shall promptly notify the other party. The parties shall confer regarding an appropriate manner for curing any such alleged breach. Licensee shall cure such alleged breach as promptly as possible, and in any case within the time allotted under the Japan Tobacco Agreement. Gilead shall remain responsible for EVG Product, EVG Combination Product, and Quad royalties owed to Japan Tobacco pursuant to the Japan Tobacco Agreement.
Sublicensed Technology. The licenses relating to EVG, EVG Product, EVG Combination Product and Quad granted to Licensee under this Agreement include sublicenses of intellectual property rights from Japan Tobacco, and remain subject to the terms and conditions of the Japan Tobacco Agreement. Gilead and Licensee shall not permit any action to be taken or event to occur, in each case to the extent within such party’s reasonable control, that would give Japan Tobacco the right to terminate the Japan Tobacco Agreement. If either party is notified or otherwise becomes aware that Licensee’s activities may constitute a material breach of the Japan Tobacco Agreement, it shall promptly notify the other party. The parties shall confer regarding an appropriate manner for curing any such alleged breach. Licensee shall cure such alleged breach as promptly as possible, and in any case within the time allotted under the Japan Tobacco Agreement. Gilead shall remain responsible for EVG Product, EVG Combination Product, and Quad royalties owed to Japan Tobacco pursuant to the Japan Tobacco Agreement. [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
Sublicensed Technology. Amgen shall timely perform and discharge its obligations under the Existing License during the Term and shall not permit any action to be taken or event to occur, in each case, within Amgen's reasonable control, which would give Existing Licensor the right to terminate Existing License. InterMune agrees that the rights granted under this Agreement are subject to, and agrees to be bound by, all the terms and conditions required of sublicensees under the Existing License.
Sublicensed Technology. Subject to the terms and conditions set forth in this Agreement, Micromet grants to Bayer an exclusive, royalty-bearing sublicense, under the Sublicensed Technology, to perform any activities assigned to Bayer in the [***] Development Plan and to develop, have developed, make, have made, use, have used, offer for sale, have offered for sale, sell, have sold, import and have imported Product in the Field in the Territory. Bayer acknowledges and agrees that the rights, licenses and sublicenses granted by Micromet to Bayer in this Agreement are subject to this Agreement and [***] Bayer covenants not to take or fail to take any action that violates [***].
Sublicensed Technology. The licenses granted under this Article 7, to the extent they include sublicenses of Third-Party technology, shall be subject to the terms and conditions of the agreement governing the license under which the sublicense is granted. Each Party shall faithfully and timely perform and discharge its obligations under each such Third-Party license under which a sublicense is granted, and shall not permit any action to be taken or event to occur, in each case, to the extent within such Party's reasonable control, that would give such Third Party the right to terminate such Third Party license. Notwithstanding the provisions of the foregoing sentence, [ * ]. If the Party that is a party to any such Third-Party license [ * ] or otherwise [ * ], it shall promptly notify the other Party. The Parties shall promptly confer regarding [ * ] within the time allotted by [ * ]. If the Party that is a party to any such Third-Party license [ * ] within the designated time, then the [ * ] for [ * ] for [ * ]. Any [ * ] shall be [ * ]. If a good faith dispute between a Third Party and the Party that entered into a Third-Party license about the interpretation of any provision of the agreement governing such license arises, the other Party shall use reasonable efforts to ensure that its actions, if any, under this Section 7.8 do not detrimentally affect the ability of the allegedly breaching Party to contest the interpretation advanced by such Third Party. Without limitation, Gilead's responsibilities pursuant to this Section 7.8 shall extend to Gilead's performance pursuant to the IOCB/Rega License.
Sublicensed Technology. Upon termination of this Sublicense Agreement for any reason, all Sublicensed Technology including any improvements, designs, drawings, formulas or other data, photographs, samples, literature, and sales and promotional aids of every kind relating to the Products and received from or owned by Cymer shall remain the property of Cymer subject to the terms of the Patent License Agreement. Within fifteen (15) days of the termination of this Sublicense Agreement, SRL shall return all tangible items bearing, containing, or contained in, any of the foregoing, in its possession or control, as Cymer may direct, at Cymer's expense. Effective upon termination of this Sublicense Agreement, SRL shall immediately cease (i) promoting, selling and/or distributing the Products; and (ii) use of all Sublicensed Technology and the Sublicensed Patents. ***CONFIDENTIAL TREATMENT REQUESTED
Sublicensed Technology
