API License. In addition to the licenses set forth above, [[Aquantia:Organization]] further grants to [[Intel:Organization]] a royalty free, non-exclusive, irrevocable, worldwide license to copy, display, perform, create derivative works and distribute [[Aquantia:Organization]]’s API software which shall be provided in both object and source code form and which is more fully described in Attachment #2.

License Grant. Subject to the terms and conditions of this Agreement, Merck hereby grants to Licensee an exclusive (even as to Merck and its Affiliates), royalty bearing license in the Territory in the Field, with the right to grant sublicenses as provided herein, under the Compound Patent Rights and the Merck Know-How, to Develop, make, have made, use, import, export, Commercialize, sell, offer for sale, and market the Licensed Product in the Field in the Territory during the Term. Merck grants to Licensee a non-exclusive royalty bearing license, in the Field, in the Territory, with the right to grant sublicenses as provided herein, to any patent rights listed in [Schedule A] that are not exclusively directed to the Licensed Compound, but that encompasses human interleukin-10 that is not PEGylated, which are reasonably necessary for Licensee to Develop, make, have made, use, import, export, Commercialize, sell, offer for sale, and market the Licensed Product in the Field in the Territory during the Term. The licenses granted in this Section 2.01 may be sublicensed by Licensee to a Related Party or to a Third Party for any country in the Territory without the consent of Merck. ​. Any obligation of Merck to transfer tangible material set forth in [Schedule B] to Licensee and to provide assistance and support with such materials will not extend beyond ​ days after the Effective Date and will only be to the extent possible by the expenditure of commercially reasonable efforts.

License Grant. Subject to the terms and conditions of this Agreement, Abmuno grants to Arcus, and Arcus accepts, an exclusive (even as to Abmuno and its Affiliates), non-transferable (except as set forth in Section 11.7) license, with the right to sublicense (as provided in Section 2.2) under the Licensed IP, to make, have made, use, register, sell, offer to sell, have sold, import, export, exploit, research, improve, Develop and Commercialize Licensed Products in the Field in the Territory.

License Agreements. All of [[Seller:Organization]]’s right, title and interest, without warranty except as may be expressly provided herein, in and to all agreements (other than Leases), if any, for the leasing or licensing of rooftop space or equipment, telecommunications equipment, cable access and other space, equipment and facilities that are located on or within the Real Property and generate income to [[Seller:Organization]] as the owner of the Real Property, including agreements which may be made by [[Seller:Organization]] after the Effective Date and prior to Closing as permitted by this Agreement (the “License Agreements”). Anything in this Agreement to the contrary notwithstanding, [[Purchaser:Organization]] shall assume the obligations of the “lessor” or “licensor” under all License Agreements, some or all of which may be non-cancelable.

License Agreements. A list, together with copies, of the License Agreements.

No License. No rights or licenses in or to Proprietary Information are granted to the Manager by virtue of this Agreement.

No right or license under any intellectual property rights of a party is granted or shall be granted by implication to the other party. All such rights or licenses are or shall be granted only as expressly provided in the terms of this Agreement.

Exclusive License Grant. Subject to the terms of this Agreement, Axsome hereby grants to Licensee # an exclusive, sublicensable (subject to [Section 2.1.6]) license under the Licensed Intellectual Property (other than the SK Intellectual Property) and # an exclusive, sublicensable (subject to [Section 2.1.6]) sublicense under the SK Intellectual Property, in each case ((a) and (b)), to use, have used, Develop and have Developed (in each case solely for purposes of seeking or maintaining Regulatory Approvals of the Licensed Product in the Territory or supporting the Commercialization of the Licensed Product in the Territory in the Field), Manufacture and have Manufactured (in each case solely for purposes of Manufacturing Licensed Product to be Commercialized by Licensee, its Affiliates or Sublicensees in the Territory for use in the Field pursuant to this Agreement), Commercialize, have Commercialized, import and have imported Licensed Products in the Field in the Territory. Such license and sublicense grants are exclusive even as to Axsome; provided, however, that, without limiting the right of Licensee to conduct Development of Licensed Products in the Territory, each of Axsome, its Affiliates and its Upstream Licensors shall have the right # to conduct research or to Develop or have Developed (but not to Commercialize or have Commercialized) Licensed Products in the Territory and # to Manufacture of have Manufactured in the Territory Licensed Compound or products containing the Licensed Compound solely for Commercialization or use outside of the Territory.

Consideration for License. In consideration for the license granted to Licensee hereunder, Licensee shall pay to Merck a non-refundable, non-creditable payment of ​, which shall be due within ​ days of the Effective Date.

Denali Know-How License. [[Party:Organization]] hereby grants to Denali a non-exclusive, sublicensable, royalty-bearing license, under the Licensed Know-How, to make, have made, use, sell, offer for sale, and import the Compounds and Licensed Products in the Field in the Territory. ​, Exhibit C shall be amended by Denali’s request, provided, however, that [[Party:Organization]] will have the right to verify that any additions to Exhibit C: