Common use of SUBLICENSING AND ASSIGNMENT Clause in Contracts

SUBLICENSING AND ASSIGNMENT. Axsome has the right to sublicense any or all of the rights granted under this Agreement to any other person provided that Axsome satisfies the conditions of this Section. At Axsome’s request, Antecip shall permit Axsome to grant a Sublicensee a sublicense to develop and commercialize the Licensed Product, provided, however that during the Royalty Term (i) Axsome provides Antecip with a reasonably detailed description of the proposed sublicense arrangement, (ii) said Sublicensee agrees to protect the Confidential Information of Antecip; and (iii) Axsome obtains the prior written approval of Antecip of said Sublicensee, such approval not to be unreasonably withheld or delayed. Antecip shall not be deemed to have unreasonably withheld such approval if such proposed sublicense (i) is contrary to or negates the effect of any provision of this Agreement or (ii) puts Antecip in a less advantageous position than it would be absent such sublicense.