Sublicenses. Licensee shall have the right to grant sublicenses under the licenses granted in Section 2.1:

Sublicenses. Ono shall have the right to grant sublicenses under the licenses granted under Section 5.1(a), and Ono shall notify [[Merus:Organization]] of each grant of a sublicense right to any Third Party within the rights granted in Section 5.1(a), and each such Sublicensee shall be identified in a notice to [[Merus:Organization]], which [[Merus:Organization]] shall treat as Ono’s Confidential Information. Notwithstanding any such sublicensing, Ono shall remain liable to [[Merus:Organization]] for the performance of its Sublicensees hereunder, and Ono shall use reasonable measures to ensure that its Sublicensees comply with the applicable terms and conditions of this Agreement.

Sublicenses. Acer may, with the prior consent of [[Sanofi:Organization]] (such consent not to be unreasonably withheld), grant sub-licenses under those rights and licenses granted to Acer under Section 2.1 (i.e. to Develop the Licensed Compounds and the Licensed Products in the Field in the Territory); provided that in connection with any such sublicense Acer # shall be jointly and severally liable for the performance or non-performance of any such Sublicensee, # require each Sublicensee to agree in writing to be bound by the applicable terms and conditions of this Agreement, including [Section 4.8], [Section 12.5, ARTICLE]E] 7 and ARTICLE 9, # provide to [[Sanofi:Organization]] a written notice setting forth in reasonable detail the nature of such sublicense and the identity of the Sublicensee (which written notice shall include a copy of any such proposed sublicense agreement) to facilitate obtaining [[Sanofi:Organization]]’s prior approval, and # a copy of each executed Sublicense within ten (10) business days of execution of any such Sublicense.

Sublicenses. Each Party shall have the right to grant sublicenses to its Affiliates and shall have the further right to grant sublicenses to Third Parties (each, a “Sublicensee”), and any such sublicenses shall be subject to the conditions set forth in this ARTICLE 8. Any and all sublicenses shall be in writing and shall be subject to, and consistent with, the terms and conditions of this Agreement applicable to Sublicensees. Each Party shall be responsible for ensuring the compliance of its Sublicensees with all obligations owed to the other Party under this Agreement, shall remain liable to the other Party for all acts and omissions of such Sublicensees and shall remain responsible for performance of all of its obligations to the other Party hereunder. Neither Party’s grant of any sublicense will not relieve such Party or its Affiliates from any of its obligations under this Agreement. To the extent GSK grants an exclusive sublicense to any Sublicensee of any rights exclusively licensed from IDEAYA hereunder (an “Exclusive Sublicense”), GSK shall promptly notify IDEAYA thereof and shall promptly thereafter provide IDEAYA with a copy of such Exclusive Sublicense, which copy may be reasonably redact the detailed financial terms of such Exclusive Sublicense agreement and which is deemed Confidential Information of GSK. As a condition precedent to and requirement of any such Exclusive Sublicense, if sales by such Sublicensee are included in Net Sales hereunder, such Sublicensee shall permit audit rights with respect to its reporting of Net Sales that are consistent with those given by GSK hereunder with respect to its sales included in Net Sales.

Sublicenses. The License includes the right to grant sublicenses to Sublicensees within the scope of the License, subject to the prior written approval of a proposed Sublicensee by the Licensor, such approval not to be unreasonably withheld or delayed. Each such sublicense shall be pursuant to a written agreement and shall be expressly subject to the applicable terms and conditions of this Agreement. Licensee shall provide Licensor a copy of final executed sublicense agreement within ten (10) business days of its execution, which may be redacted for information not pertinent to this Agreement.

Sublicenses. Subject to the provisions of this [Section 2.06(a)], Licensee may grant sublicenses (through multiple tiers) in the Territory under the licenses granted to Licensee in Section 2.01. For each such sublicense, Licensee will enter into a written and enforceable sublicense agreement with the sublicensee that is consistent with the terms of this Agreement, including this [Section 2.06(a)] (each, a “Sublicense Agreement”). In each Sublicense Agreement, Licensee will use reasonable efforts to require that in the event of termination of this Agreement, the Sublicense Agreement will be assignable by Licensee to MSD (at MSD’s request, subject to [Section 10.05(c)(iv)]. Licensee will # ensure that all Sublicense Agreements will include provisions for the benefit of MSD corresponding to the applicable provisions of this Agreement, including [Section 6.01(b), (ii)])] require in each such Sublicense Agreement the performance by its sublicensees of the applicable obligations of Licensee hereunder, and # require that its sublicensees comply with the applicable terms and conditions of this Agreement. The grant of any such sublicense will not relieve Licensee of its obligations under this Agreement and Licensee will be liable for the performance or non-performance of its sublicensees hereunder. Licensee will promptly (but in all cases within ​ Business Days after entering into any Sublicense Agreement) provide MSD with a fully executed copy of each Sublicense Agreement, ​.

Sublicenses. Licensee shall have the right to grant sublicenses under the licenses granted in Section 2.1:

Sublicenses. Upon any termination of this Agreement, any sublicense that was in effect immediately prior to such termination, and such Sublicensees’ rights under such sublicenses, will survive termination, with [[Agenus:Organization]] as the Sublicensee’s direct licensor; provided that such Sublicensee: # is not the cause of a breach that resulted in the termination of this Agreement and is not itself in breach of obligations under its sublicense or this Agreement other than such obligations as neither affect nor relate to [[Agenus:Organization]], the Licensed Patent Rights, or the Licensed Know-How; and # within sixty (60) days after termination of this Agreement provides written notice to [[Agenus:Organization]] of its election to continue its sublicense as a direct license from [[Agenus:Organization]] and of its agreement to assume all obligations (including obligations for payment) contained in its sublicense agreement as direct obligations of the Sublicensee to [[Agenus:Organization]]. Any sublicense granted by [[Organization A:Organization]] must contain provisions corresponding to those of this section regarding termination and the conditions of the continuation of any sublicense.

Sublicenses. Licensee shall have the right to grant sublicenses (or further rights of reference), through multiple tiers of sublicensees, under the licenses granted in Section 2.1, to its Affiliates and other Persons; provided that any such sublicenses shall be # subject to the requirements of this Section 2.2, and # consistent with the terms and conditions of this Agreement. Licensee shall # incorporate terms and conditions sufficient to enable Licensee to comply with this Agreement into agreements with a Sublicensee under which such a sublicense is granted, and # provide [[AstraZeneca:Organization]] an appropriately redacted copy of any sublicense agreement executed by Licensee and a Sublicensee no later than 14 days after the execution thereof. Upon termination of this Agreement under Section 9.2, if any Sublicensee is not then in default under its sublicense agreement with Licensee such that Licensee would have a termination right thereof, each such Sublicensee shall obtain a direct license from [[AstraZeneca:Organization]] on the terms and conditions as set forth in the applicable sublicense agreement with Licensee (provided that the payment terms therein shall be at least as favorable to [[AstraZeneca:Organization]] as those set forth herein) unless such Sublicensee opts out of obtaining such direct license by giving [[AstraZeneca:Organization]] written notice thereof within 30 days after the effective date of termination of this Agreement.

Sublicenses. Attached as [Exhibit B] is the approved form (in English) of Future Sublicenses as contemplated by [Section 6.2] of the MLA, which gives effect to the matters described herein. Promptly following the date hereof, the Parties shall agree on the Chinese language version of the Future Sublicenses. The Parties acknowledge that YRA’s rights as “Master Licensor” pursuant to any sublicense granted by Licensee have been assigned to Licensor. Licensee shall promptly (and in consultation and coordination with Licensor) notify all sublicensees under any sublicense granted by Licensee under the MLA of the assignment of such rights to Licensor.