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Sublicense Rights
Sublicense Rights contract clause examples

Sublicense Rights. Subject to the terms and conditions of this Agreement, FWB shall have the right to sublicense the license granted to it by AzurRx under this Agreement to Affiliates of FWB or Third Parties; provided that # FWB shall provide written notice to AzurRx of any such sublicenses to a Third Party; and # such sublicenses shall be consistent with, and expressly made subject to, the terms and conditions of this Agreement. FWB shall cause each of its Affiliates and Sublicensees to comply with the applicable terms and conditions of this Agreement. FWB hereby guarantees the performance of its Affiliates and permitted Sublicensees and the grant of any such sublicense shall not relieve FWB of its obligations under this Agreement, except to the extent they are satisfactorily performed by such Affiliate or Sublicensee. A copy of any sublicense agreement executed by FWB or any of its Affiliates with a Third Party shall be provided to AzurRx within ten (10) days after its execution; provided that the financial terms, other confidential business terms, and confidential information of the Sublicensee of any such sublicense agreement to the extent not pertinent to an understanding of a Party’s obligations or benefits under this Agreement may be redacted.

Sublicense Rights. IMMEDICA may grant a Sublicense to the rights granted to it by LICENSOR under this Agreement only upon LICENSOR’s prior written consent and subject to the following requirements:

Sublicense Rights. Subject to the terms and conditions of this Agreement, AzurRx shall have the right to sublicense the licenses granted to it by FWB under Section 8.1.1 to Affiliates of AzurRx and to Third Parties; provided that AzurRx provide notice to FWB and any such sublicenses shall be consistent with, and expressly made subject to, the terms and conditions of this Agreement. AzurRx shall cause each of its Affiliates and Sublicensees to comply with the applicable terms and conditions of this Agreement. AzurRx hereby guarantees the performance of its Affiliates and permitted Sublicensees and the grant of any such sublicense shall not relieve AzurRx of its obligations under this Agreement, except to the extent they are satisfactorily performed by such Affiliate or Sublicensee. A copy of any sublicense agreement executed by AzurRx or any of its Affiliates with a Third Party shall be provided to FWB within ten (10) days after its execution; provided that the financial terms, other confidential business terms, and confidential information of the Sublicensee of any such sublicense agreement to the extent not pertinent to an understanding of a Party’s obligations or benefits under this Agreement may be redacted.

Sublicense Rights. Apollomics shall have the right to grant sublicenses of the license granted in Section 2.1(a), including sublicenses to a subset of the rights given in Section 2.1(a) to a third party, only with [[GlycoMimetics:Organization]]’ express prior written consent, such consent not to be unreasonably withheld. Notwithstanding the foregoing, Apollomics may sublicense any of its rights under Sections 2.1(a) or 2.1(b) to an Affiliate of Apollomics (e.g. a sublicense from Apollomics (Hong Kong) Limited to Apollomics China entity), under this Agreement without written consent from [[GlycoMimetics:Organization]]. If and upon [[GlycoMimetics:Organization]]’ grant of such consent (or with respect to any grant by Apollomics of a sublicense to an Affiliate), Apollomics shall, within thirty (30) days after granting any sublicense under Section 2.1(a), notify [[GlycoMimetics:Organization]] of the execution of such sublicense and provide [[GlycoMimetics:Organization]] with a true and complete copy of the sublicense agreement (which may have financial and commercial terms reasonably redacted) (each, an “Apollomics Sublicense”). Each Apollomics Sublicense shall be consistent with the terms and conditions of this Agreement, and Apollomics shall be solely responsible for all of its sublicensees’ activities and any and all failures by its sublicensees to comply with the terms of this Agreement. Without limiting the foregoing, each Apollomics Sublicense shall include the following additional terms and conditions:

Sublicense Rights. Pint may sublicense the rights granted to it by Puma under this Agreement to any of its Affiliates (with prompt written notice to Puma but without any requirement for Puma’s consent) or to any Third Party solely with the prior written consent of Puma, which consent shall not be unreasonably withheld; provided that if a sublicense is granted to an Affiliate pursuant to the foregoing and such Affiliate becomes a non-Affiliate during the term of any such sublicense, Pint shall provide prompt written notice to Puma of such change of such sublicensee’s status to non-Affiliate and such non-Affiliate shall only permitted to continue performance under the applicable sublicense if approved in writing by Puma, such approval not to be unreasonably withheld. Any such permitted sublicensee shall have the necessary financial, regulatory and technical capacity to carry out the portion of Pint’s obligations under this Agreement sublicensed to such party. Any and all sublicenses shall be subject to the following requirements:

Rights to Sublicense. Akebia shall have the right to grant to any Third Party or Affiliate sublicenses of the rights granted with respect to the Products or Cyclerion Intellectual Property under Section 8.1 ​ without the prior written consent of Cyclerion, provided that each sublicense agreement with a Third Party must # be consistent with and expressly made subject to the applicable terms and conditions of this Agreement, # contain terms obligating any Third Party to whom a sublicense is granted to comply with the intellectual property provisions of this Agreement, and # contain obligations of confidentiality and non-use no less stringent that the confidentiality terms of this Agreement. Akebia shall remain primarily liable to Cyclerion for the performance of all its obligations under, and Akebia’s compliance with all the provisions of, this Agreement, and shall be responsible and liable for any conduct by any of its Sublicensees that would amount to a breach of the terms of this Agreement if performed by Akebia, in each case to the same extent as if Akebia itself has committed any such breach. ​ after execution of any sublicense of the rights granted to Akebia hereunder to a Sublicensee, Akebia will provide Cyclerion with a true and complete copy of any executed sublicense agreement with any Sublicensee, subject to Akebia’s right to redact any confidential information contained therein that is not necessary for Cyclerion to determine compliance with the terms of this Agreement.

Sublicense. Subject to the terms and conditions set forth herein, [[Merck:Organization]] hereby grants to Dynavax the right to grant Sublicenses (with the right to sublicense through multiple tiers) under the licenses provided in Section 2.1; provided that:

Sublicense. Licensee may sublicense the rights granted to it by Licensor under this Agreement to any of its Affiliates without notice to Licensor, and to any Third Party with Licensor’s prior written consent, which shall not be unreasonably withheld or delayed, provided that any Third Party Sublicensee shall have the necessary financial, regulatory and technical capacity to carry out the portion of Licensee’s obligations under this Agreement sublicensed to such Third Party, and further provided that if a Sublicense is granted to an Affiliate pursuant to the foregoing and such Affiliate becomes a non-Affiliate during the term of any such Sublicense, Licensee shall provide prompt written notice to Licensor of such change of such Sublicensee’s status to non-Affiliate and such non-Affiliate shall only be permitted to continue performance under the applicable Sublicense if approved in writing by Licensor, such approval not to be unreasonably withheld. Any and all Sublicenses shall be subject to the following requirements:

Sublicense Rights. [[3D Medicines:Organization]] shall not have the right to grant sublicenses of the license granted in Section 2.1(a) without [[Aravive:Organization]]’s express prior written consent, except that [[3D Medicines:Organization]] may grant such sublicense without [[Aravive:Organization]]’s consent to its Affiliates. Upon receiving approval from [[Aravive:Organization]] for the grant of a sublicense to a Third Party, [[3D Medicines:Organization]] shall, within ​ after granting any such sublicense, notify [[Aravive:Organization]] of the grant of such sublicense and provide [[Aravive:Organization]] with a true and complete copy of the sublicense agreement (which may have financial information and other confidential information redacted, provided that such redacted information is not reasonably necessary for [[Aravive:Organization]] to assess compliance of the sublicense agreement with this Section 2.1(c)) (each, a “[[3D Medicines:Organization]] Sublicense Agreement”). Each [[3D Medicines:Organization]] Sublicense Agreement shall be consistent with the terms and conditions of this Agreement, and [[3D Medicines:Organization]] shall be solely responsible for all of its Sublicensees’ activities and any and all failures by its Sublicensees to comply with the applicable terms of this Agreement.

Sublicense. The foregoing licenses include the right for [[CareDx:Organization]] to allow its subsidiaries (but only for so long as they remain [[CareDx:Organization]] subsidiaries) and any third parties to exercise [[CareDx:Organization]]’s licenses but solely on behalf and for the benefit and account of [[CareDx:Organization]] (provided that if such third party is an acquirer of [[CareDx:Organization]], the obligations of Section 14.5 shall apply). [[CareDx:Organization]] shall be responsible for any acts or omissions of any such subsidiary or third party exercising [[CareDx:Organization]]’s licenses on [[CareDx:Organization]]’s behalf under this Agreement. Subject to the terms and conditions of this Agreement, [[CareDx:Organization]] may sublicense its rights to a subsidiary (but only for so long as it remains a subsidiary of [[CareDx:Organization]]) to the extent necessary for such subsidiary to market, Sell, offer for Sale, import, export, commercialize and otherwise dispose of any Licensed Product; provided that any such sublicense shall be consistent with the terms and conditions of this Agreement and [[CareDx:Organization]] shall be responsible for such sublicensee’s compliance with such terms and shall provide prior written notice and a copy to [[Illumina:Organization]] of such sublicense.

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