Common use of Cross License Clause in Contracts

Cross License. Licensee hereby agrees to grant to Centocor, subject only to Paragraph 2.05(b), a royalty-bearing nonexclusive license in the United States, to make, have made, use, offer to sell, sell and import Cross-Licensed Products under terms and conditions and at a commercially reasonable royalty, all to be negotiated in good faith between the parties. With respect to terms and conditions other than royalties, the terms and conditions of this Agreement as well as the terms and conditions of any license agreement under which Centocor receives a sublicense shall be used as guidance in such good faith negotiation. It is expressly understood that, with respect to patents and patent applications licensed to Licensee, Licensee's obligations under this Paragraph 2.04 are limited only by Licensee's right to grant sublicenses and if Licensee does not have the right to grant a sublicense, Licensee shall use reasonable efforts to obtain the right to grant a sublicense and such sublicense shall be subject to the terms and conditions of the license agreement under which the sublicense is granted. In the event that Centocor desires to extend the license to Cross-Licensed Products to one or more countries outside the United States, Licensee agrees to consider extension of the license to one or more of such countries but Licensee shall have no obligation to extend the license to any country outside the United States.