definiens: Data ( as defined below ) in connectionwith the marketing and sales in the Co - Promotion Tenitory and its territories and possessions ofthe Product for use in combination with Doxilill •·and ( d ) a non - exclusive right to include suchcombination as a new use on the Product Label and Insert and full prescribing infonnation forthe Product in the Co - Promotion Territory and its territories and possessions by cross - referencingthe Doxil4P label ( or any data contained or referenced in any submissions or applications made byOBI or its Affi]iates for the marketing approval of such combination by the FDA ) in anysubmissions or applications which MLNM may make to the FDA with respect to such new use(the License License shall be royalty - free and fully paid - up . In the event this Agreement is terminated pursuant to Sections 8.1.1,8.I.2(a ), ( b ) ( solely in the event the basis of such tennination is a material breach by OBI ), ( c),(d ), ( e ), ( g ) or ( h ), or Section 8.2, the Doxil " License shall survive such termination and shall beroyalty - free . fully paid - up, perpetual and irrevocable . lfthis Agreement is terminated pursuantto Section 8.I.2(b ) in the event the basis of such termination is a material breach by MLNM orpursuant to Section 8.I.2(f ), the Doxil " License shall not survive unless if, on the applicable7UStDOCS 6002611,,1Execution Copyeffective date of termination of this Agreement under such sections, the FDA has acceptedMLNM 's sNDA filing for the marketing and sale of the Product for use in combination withDoxil for treatment of multiple myeloma, in which case, the Doxilil)License shall survive and beroyalty - free, fully paid - up, irrevocable and perpetual ; provided, however, if the FDA does notapprove the sNDA such license shall terminate . MLNM shall have no right to transfer, assign orsublicense its rights under the Doxilil)License during the term of this Agreement and followingits termination except : ( x ) MLNM may assign its rights under the Doxilil)License to a ThirdParty in connection with an assignment of this Agreement by MLNM to such Third Partypursuant to Section 14.11, and ( y ) MLNM may sublicense its rights under the Doxil@License toa Third Party in connection with a license to Commercialize ( as defined in the Collaboration andLicense Agreement ) the Product in the Co - Promotion Territory that is granted by MLNM to suchThird Party ( to the extent permitted under the Collaboration and License Agreement ) . Forpurposes of this Section 3.1.2, uDoxUIZDatan shall mean any data relating to DoxiliZl submittedby OBI or its Affiliate to FDA in tbe Combination sNDA Filing and any data submitted by OBIor its Affiliate to FDA to update, support or supplement the product label for DoxiliZl . OBI andits Affiliates agree to promptly disclose and provide to MLNM any DoxiliZl Data provided to theFDA and, upon MLNM 's request from time to time, all Doxil Data and any otber data containedor referenced in the Combination sNDA Filing and any updates thereto, to the extent suchinformation and data is available at the time of each such request . Notwithstanding anything tothe contrary herein, OBI makes no representation or warranty to MLNM relating to ( A)MLNM 's ability to obtain FDA approval of the use of the Product in combination with Doxil~,or ( B ) OBI 's and its Affiliate 's ability to obtain FDA approval oftbe Combination sNDA Filing