Sublicenses to Affiliates. The sublicense set forth in Section 2.1 includes the right of Sublicensee to grant further sublicenses to any of its Affiliates. Any sublicense granted by Sublicensee to its Affiliate hereunder shall not include the right of such Affiliate to grant further sublicenses to any unaffiliated third party except as set forth in Section 2.2.2.
Sublicenses to Affiliates. The licenses granted to Licensee under Section 2.1 shall include the right to have some or all of Licensee’s rights or obligations under this Agreement performed or exercised by one or more of Licensee’s Affiliates (for so long each such Affiliate remains an Affiliate of Licensee), provided that:
Sublicenses to Affiliates. Subject to the requirements of the following subsections (a) and (b), Licensee shall have the right to sublicense the rights granted to Licensee hereunder to any of its Affiliates (“Permitted Sublicensees”).
Sublicenses to Affiliates. Each Party shall have the right to grant sublicenses of the licenses granted to such Party in Section 3.1 or Section 3.2 (as applicable), including sublicenses to a subset of the rights granted thereunder, to any of its Affiliates without the other Party’s consent.
Sublicenses to Affiliates. 2.2.1 The license granted herein does not include the right to sublicense the rights granted under Article 2 of this Agreement even to an Affiliate of the Licensee.
Sublicenses to Affiliates. The licenses granted to Licensee under Section 2.1 shall include the right to have some or all of Licensee’s rights or obligations under this Agreement performed or exercised by one or more of Licensee’s Affiliates (for so long each such Affiliate remains an Affiliate of Licensee), provided that: 2.2.1 no such Affiliate shall be entitled to grant, directly or indirectly, to any third party any right of whatever nature under, or with respect to, or permitting any use or exploitation of, any of the Patent Rights or the Harvard Technology Transfer Materials, including any right to develop, manufacture, market or sell Licensed Products or to practice Licensed Methods unless Licensee has assigned the rights under this Agreement to such Affiliate pursuant to Section 11.12 because, in such event, such Affiliate will be the Licensee under this Agreement; and 2.2.2 any act or omission taken or made by an Affiliate of Licensee under this Agreement shall be deemed an act or omission by Licensee under this Agreement. 2.3
Sublicenses to Affiliates. Each Party shall have the right to grant sublicenses of the licenses granted to such Party pursuant to Section 5.1, 5.2 or 5.4 to any of its Affiliates without the consent of the other Party; provided, however, that a Party shall not grant such a sublicense if such grant would cause adverse tax consequences to the other Party (or such Party’s Affiliates), as reasonably demonstrated by such other Party within [***] Business Days of being notified of a proposed sublicense. In the event a sublicense would so cause such adverse tax consequences, the Parties agree to cooperate reasonably to enable such sublicense in a manner reasonably satisfactory to the non-sublicensing Party, including, if appropriate, indemnification by the sublicensing Party.
Sublicenses to Affiliates. Each Party shall have the right to grant to its Affiliates sublicenses under the licenses granted to it in Sections 10.1 or 10.2, as the case may be, without the prior consent of the other Party, but subject to any approvals required therefor from any applicable Third Party licensor in respect of any applicable In-License Agreement. 143 [*] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Securities and Exchange Commission.
Sublicenses to Affiliates. Where Licensee sublicenses Licensed Technology to an Affiliate, Sublicense Payments shall be made on the Affiliate's Net Sales or Sublicense Proceeds.
Sublicenses to Affiliates. Each license granted to a party pursuant to this Section 7.2 shall be sublicensable, in part or whole, by such party to its Affiliates.
