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Autologous Licensed Products
Autologous Licensed Products contract clause examples
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to obtain an exclusive, royalty-bearing, sublicenseable (in accordance with Article 3) license in, to and under the Patent Rights and the Know-How Rights to make, use, Sell, offer for Sale and import Licensed Products, and to practice Licensed Methods, in each case with respect to Autologous CTL Products that are Specifically Directed to one or more Targets associated with EBV, including any [ * ] EBV or [ * ] with EBV (such products, “EBV-Specific Autologous Products”), in the Territory in the Licensed Field (such Option, the “EBV Autologous Option”); and .

Licensed Products Packaging. All Licensed Products produced under this Agreement shall be packaged in packaging which meets all requirements of Applicable Law and has been approved by Licensor pursuant to Section 6.3 (the “Packaging”). Licensee is responsible for ensuring, and further represents, warrants and covenants, that all Licensed Products are and shall be packaged in the Packaging.

Licensed Products Trademarks. Kyorin may, at its sole discretion but subject to JSC review, select one or more Trademark(s) for use with each Licensed Product throughout the Kyorin Territory. Any Trademark(s) that are developed and used by Kyorin to promote and sell Licensed Products in the Kyorin Territory are hereinafter referred to as the “Kyorin Trademarks.” Any Trademark(s) that are developed and used by aTyr to promote and sell Licensed Products in the aTyr Territory are hereinafter referred to as the “aTyr Trademarks.” As between the Parties, aTyr will own all rights, title, and interests in and to all aTyr Trademarks and all goodwill associated therewith throughout the aTyr Territory. As between the Parties, Kyorin will own all rights, title, and interests in and to all Kyorin Trademarks and all goodwill associated therewith throughout the Kyorin Territory. aTyr will also own rights to any Internet domain names incorporating the applicable aTyr Trademarks or any variation or part of such aTyr Trademarks used as its URL address or any part of such address; and Kyorin will also own rights to any Internet domain names incorporating the applicable Kyorin Trademarks or any variation or part of such Kyorin Trademarks used as its URL address or any part of such address.

Allogeneic Licensed Products. Roche shall pay Poseida each milestone payment set forth in the following table, in accordance with [Section 9.1.1], following the first achievement of the corresponding milestone event by an Allogeneic Licensed Product that is ​:

Allogeneic Licensed Products. Roche shall pay Poseida each non- creditable, non-refundable milestone payment set forth in the following table, in accordance with [Section 9.1.2], following the first achievement of the corresponding milestone event for Allogeneic Licensed Products that are ​:

Licensed Core Products. With respect to any Licensed Core Products, the conditions set forth in [clause (b) of Section 2.2] and [clause (b) of Section 2.3], and the license granted to Baylor under Section 2.6(a) shall continue with full force and effect as though no Change of Control had occurred.

Licensed Compounds and Licensed Products. [[EPIZYME:Organization]] hereby grants to EISAI # an exclusive right and license (even as to [[EPIZYME:Organization]] and its Affiliates), with the right to grant sublicenses (subject to [Section 5.1.2]), under the [[EPIZYME:Organization]] IP, the [[EPIZYME:Organization]] Collaboration IP, and [[EPIZYME:Organization]]’s interest in the Joint IP, to obtain and maintain Regulatory Approvals for, use, offer for sale, sell, import and otherwise Commercialize (but excluding Manufacturing) Licensed Compounds and Licensed Products in the Field in the EISAI Territory and # a non-exclusive right and license, with the right to grant sublicenses (subject to [Section 5.1.2]), under the [[EPIZYME:Organization]] IP, the [[EPIZYME:Organization]] Collaboration IP, and [[EPIZYME:Organization]]’s interest in the Joint IP, to conduct and have conducted [[Address B:Address]]-Specific Development Activities and (if EISAI elects to assume Manufacturing responsibilities as set forth in [Section 3.3.2]) to Manufacture and have Manufactured Licensed Compounds and Licensed Products anywhere in the world solely for purposes of exercising the rights and licenses granted in the [foregoing clause (a)].

Licensed Compounds and Licensed Products. EISAI hereby grants to [[EPIZYME:Organization]] # an exclusive right and license (even as to EISAI and its Affiliates), with the right to grant sublicenses (subject to [Section 5.2.2]), under the EISAI IP, the EISAI Collaboration IP and EISAI’s interest in the Joint IP, to obtain and maintain Regulatory Approvals for, use, offer for sale, sell, import and otherwise Commercialize (but excluding Manufacturing) Licensed Compounds and Licensed Products in the Field in the [[EPIZYME:Organization]] Territory, # a non-exclusive right and license, with the right to grant sublicenses (subject to [Section 5.2.2]), under the EISAI IP, the EISAI Collaboration IP and EISAI’s interest in the Joint IP, to conduct and have conducted global Development activities and to Manufacture and have Manufactured Licensed Compounds and Licensed Products anywhere in the world solely for purposes of exercising the rights and licenses granted in the [foregoing clause (a), and (c)])] a non-exclusive right and license, with the right to grant sublicenses (subject to [Section 5.2.2]), under the EISAI IP, the EISAI Collaboration IP and EISAI’s interest in the Joint IP, to Manufacture and have Manufactured Licensed Compounds and Licensed Products anywhere in the world solely for the supply thereof to EISAI in the EISAI Territory as set forth in Section 3.3.

License Grant. Subject to the limitations and other terms and conditions set forth in this Agreement including those reserved by Institute in [Section 2.5(a)], Institute hereby grants to Licensee an exclusive, royalty-bearing, sublicenseable (in accordance with [Article 3]) license in, to and under # the Patent Rights and the Know-How Rights, and # Institute’s interest in any patents and patent applications owned jointly by Licensee and Institute, to make, use, Sell, offer for Sale and import Licensed Products, and to practice Licensed Methods, in each case with respect to # Allogeneic CTL Products in the Territory in the Licensed Field, # solely with respect to HPV-Specific CTL Products, EBV-Specific Autologous Products, and Autologous CTL Products in the Licensed Field, and # solely following ​ arising from the ​.

If Licensee, with respect to a given Licensed Product and a given Indication, elects to progress the development and commercialization of an Autologous CTL Product in lieu of an Allogeneic CTL Product for such Indication, then # following the decision to progress development and commercialization of such Autologous CTL Product, Licensee shall owe all subsequent Milestone Payments due for such Autologous CTL Product, and # subsection # shall apply solely with respect to any Milestone Payments that are applicable to both Autologous CTL Products and Allogeneic CTL Products, and have not already been paid for the Allogeneic CTL Product.

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