Common use of Pursuant to Clause Clause in Contracts

Pursuant to Clause. 2.1 of the Original Agreement, the Licensee has requested, and A*ccelerate is agreeable to, and hereby grants to the Licensee the right to sublicense the Technology to its Affiliated Companies only on the terms set out below: 4.1 A*ccelerate shall be informed of any such sublicences within thirty (30) days of the execution of the same; 4.2 Any sublicence granted by the Licensee shall be on a non-exclusive basis only; 4.3 The royalty charged to sublicensees in respect of a sublicense of Technology shall not be lower than the royalty payable by the Licensee to A*ccelerate under the Original Agreement, and the Licensee shall furnish A*ccelerate with Sales Reports pertaining to the all sublicensing receipts in the form set out in Schedule 3 of the Original Agreement; 4.4 The Licensee shall ensure that there are included in the terms of any sublicence, the like obligations and undertakings on the part of the sublicensee as are contained in the Original Agreement (except for the right to sublicense) including (but not limited to) the relevant Confidentiality provisions, and shall further ensure that all sublicensees duly observe and perform the same; 4.5 without prejudice to the generality of Clause 4.4, the Licensee shall procure that each sublicensee shall enter into a confidentiality undertaking with the Licensee with respect to any Confidential Information of A*CCELERATE disclosed pursuant to the Original Agreement on terms no less stringent than in the Original Agreement; 4.6 The Licensee shall at all times indemnify and keep A*CCELERATE indemnified against all or any costs, claims, damages or expenses incurred by A*CCELERATE or its Affiliates or for which A*CCELERATE or its Affiliates may become liable as a result of the default or negligence of any sublicensee; and 4.7 upon the termination of the Original Agreement for any reason whatsoever, the sublicence may continue in force as between the Licensee and sublicensee or be terminated in accordance with the terms of such sublicense. In the event the Licensee ceases or demonstrates a clear intention to cease to carry on business, A*CCELERATE shall have the right and option to require an assignment to it or its nominee of each sublicence between the Licensee and each sublicensee, and in that regard all sublicences granted hereunder shall contain an express term permitting the assignment of the sublicence agreement to A*CCELERATE under the circumstances specified in this sub-Clause 4.7.