Effect of Expiration and Termination on Intellectual Property Rights. (a) Upon the expiration of this Agreement, the licenses granted to each party in accordance with Article 7 hereto shall survive in full force and effect in perpetuity, provided that all licenses and all rights to Joint Proprietary Technology granted thereunder shall become non-exclusive and royalty free and the right to sublicense shall not require any consent pursuant to Section 7.4(c) and the right to sublicense Joint Proprietary Technology shall not require any consent pursuant to Section 7.2(c)(iii). (b) Upon the termination of this Agreement by the Responding Party pursuant to Section 5.5, the licenses granted to the Responding Party in accordance with Article 7, hereto shall survive in full force and effect in perpetuity, provided that all licenses and all rights to Joint Proprietary Technology granted to Responding Party thereunder shall become royalty free and effective as of the fifteenth (15th) anniversary of the Effective Date such licenses and all rights to the Joint Proprietary Technology granted thereunder shall become non-exclusive, the right of the Responding Party to sublicense shall not require any consent pursuant to Section 7.4(c), and the right of the Responding Party to sublicense Joint Proprietary Technology shall not require any consent pursuant to Section 7.2(c)(iii). In addition , the licenses granted to the Notifying Party in accordance with Article 7 shall terminate on the effective date of termination of this Agreement provided that all rights to Joint Proprietary Technology granted to Notifying Party thereunder shall become royalty free and effective as of the fifteenth (15th) anniversary of the Effective Date (a) all rights to the Joint Proprietary Technology granted thereunder shall become non-exclusive and (b) the right of the Notifying Party to sublicense Joint Proprietary Technology shall not require any consent pursuant to Section 7.2(c)(iii). (c) Upon the termination of this Agreement for cause in accordance with Section 9.2(a) or Section 9.2(b) hereof: (i) the licenses granted to each of the parties in accordance with Article 7 hereto shall survive in full force and effect in perpetuity, provided that such licenses granted thereunder shall become royalty free (except as otherwise provided in Section 9.4(d)(iii) and Section 7.4(e)), (ii) effective as of the fifteenth (15th) anniversary of the Effective Date such licenses and all rights to Joint Proprietary Technology granted thereunder shall become non-exclusive, (iii) the right of the parties to sublicense shall not require any consent pursuant to Section 7.4(c), and (iv) the right of the parties to sublicense Joint Proprietary Technology shall not require any consent pursuant to Section 7.2(c)(iii).
Appears in 2 contracts
Sources: Purchase and Production Agreement (Martek Biosciences Corp), Purchase and Production Agreement (Martek Biosciences Corp)