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Subject to the terms and conditions set forth in this Agreement,Licensor hereby grants to Licensee a limited,royalty-free,fully paid-up,worldwide,exclusive license (without the right to sublicense except as provided in Section 2.1.4 below,and without the right to assign except as provided in Section 12.2 below),to the Licensee Licensed Intellectual Property identified on Schedule 2.1.1 hereto,to practice,make and use the inventions,ideas and information embodied therein,and to make,use,offer to sell,sell,lease or import Products,services,processes,methods and materials embodying or deriving from the inventions,ideas and information from such Licensee Licensed Intellectual Property solely in the conduct of the Licensed Business.For the purpose of this Agreement,an exclusive license means a license from Licensor conferring on Licensee,to the exclusion of all other persons (including Licensor),the rights granted in this Agreement in respect of the Licensee Licensed Intellectual Property in connection with the conduct of the Licensed Business.As to any item of Licensee Licensed Intellectual Property,the term of such license shall continue for the period of validity for such Licensee Licensed Intellectual Property.
Subject to the terms and conditions set forth in this Agreement,Licensor hereby grants to Licensee a limited,royalty-free,fully paid-up,worldwide,exclusive license (without the right to sublicense except as provided in Section 2.1.4 below,and without the right to assign except as provided in Section 12.2 below),to the Licensee Licensed Intellectual Property identified on Schedule 2.1.1 hereto,to practice,make and use the inventions,ideas and information embodied therein,and to make,use,offer to sell,sell,lease or import Products,services,processes,methods and materials embodying or deriving from the inventions,ideas and information from such Licensee Licensed Intellectual Property solely in the conduct of the Licensed Business.For the purpose of this Agreement,an exclusive license means a license from Licensor conferring on Licensee,to the exclusion of all other persons (including Licensor),the rights granted in this Agreement in respect of the Licensee Licensed Intellectual Property in connection with the conduct of the Licensed Business.As to any item of Licensee Licensed Intellectual Property,the term of such license shall continue for the period of validity for such Licensee Licensed Intellectual Property.
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