Question: Consider the Joint Development Agreement between FuelCell Energy, Inc. and ExxonMobil Research and Engineering Company for Molten Carbonate Fuel Cells; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [27872, 28171], "answer": "ExxonMobil grants FCE a worldwide, non-exclusive, royalty-free, non-transferable (except pursuant to Article 14 (Assignment)), non-sub-licensable (except as set forth in this Paragraph 7.01(a)) right and license to practice Program Results solely to conduct research and development for the Program.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [28507, 28630], "answer": "Said right and license may be extended to contractors performing work on behalf of FCE but is not otherwise sub-licensable.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [28858, 29238], "answer": "ExxonMobil grants FCE a worldwide, non-exclusive, royalty-free, perpetual, irrevocable (except as stated in Paragraphs 12.03 (Failure to Perform), 12.04 (Other Termination), and 12.05 (Bankruptcy)), sub-licensable, non-transferable (except pursuant to Article 14 (Assignment)), right and license to practice Program Results solely for Power Applications and Hydrogen Applications.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [29609, 30195], "answer": "In the event ExxonMobil notifies FCE that it has formally decided not to pursue Generation 2 Technology for Carbon Capture Applications, then upon FCE's written request, ExxonMobil agrees to negotiate a grant to FCE, under commercially reasonable terms to be determined in good faith, a worldwide, non-exclusive, royalty-bearing (with the royalty to be negotiated), non-sub- licensable (except as set forth in this Paragraph 7.01(b)(2)), non-transferable (except pursuant to Article 14 (Assignment)), right and license to practice Program Results solely for Carbon Capture Applications.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [31270, 31692], "answer": "To the extent not already granted pursuant to the License Agreement, FCE grants ExxonMobil and its Affiliates a worldwide, non-exclusive, royalty-free, irrevocable, perpetual, sub-licensable, non-transferable (except pursuant to Article 14 (Assignment)) right and license to practice FCE Background Information and FCE Background Patents for Generation 2 Technology in Carbon Capture Applications and Hydrogen Applications", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [33598, 34095], "answer": "ExxonMobil grants FCE a worldwide, non-exclusive, royalty- free, non-sub-licensable (except as set forth herein), perpetual, irrevocable (except as stated in Paragraphs 12.03 (Failure to Perform), 12.04 (Other Termination), and 12.05 (Bankruptcy)), non- transferable (except pursuant to Article 14 (Assignment)) right and license to practice ExxonMobil Background Information and ExxonMobil Background Patents for Generation 1 Technology in any applications outside of Carbon Capture Applications.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [34549, 34702], "answer": "All rights and licenses in this Paragraph (b)(1)(i) may be extended to contractors performing work on behalf of FCE but are not otherwise sub-licensable.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [34734, 35202], "answer": "ExxonMobil grants FCE a worldwide, non-exclusive, royalty-free, non-sub- licensable (except as set forth herein), perpetual, irrevocable (except as stated in Paragraphs 12.03 (Failure to Perform), 12.04 (Other Termination), and 12.05 (Bankruptcy)), non-transferable (except pursuant to Article 14 (Assignment)) right and license to practice ExxonMobil Background Information and ExxonMobil Background Patents for Generation 1 Technology in Carbon Capture Applications,", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [35767, 35921], "answer": "All rights and licenses in this Paragraph (b)(1)(ii) may be extended to contractors performing work on behalf of FCE but are not otherwise sub-licensable.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [36019, 36558], "answer": "In the event that ExxonMobil fails to notify FCE before the end of the Term of the Agreement of ExxonMobil's intent to negotiate a subsequent or follow-on commercial agreement, ExxonMobil agrees to negotiate a grant to FCE, under commercially reasonable terms to be determined in good faith, a worldwide, royalty-free, non-exclusive, non-sub-licensable (except as set forth herein) right and license to practice ExxonMobil Background Information and ExxonMobil Background Patents for Generation 1 Technology in Carbon Capture Applications.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [36988, 37147], "answer": "The rights and licenses in this Paragraph (b)(1)(iii) will be extendable t o contractors performing work on behalf of FCE but will not otherwise sub-licensable", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}, {"span": [37482, 37967], "answer": "ExxonMobil grants FCE a worldwide, non-exclusive, royalty-free, non-sub-licensable (except as set forth herein), perpetual, irrevocable (except as stated in Paragraphs 12.03 (Failure to Perform), 12.04 (Other Termination), and 12.05 (Bankruptcy)), non- transferable (except pursuant to Article 14 (Assignment)) right and license to practice ExxonMobil Background Information and ExxonMobil Background Patents for Generation 2 Technology in Power Applications and Hydrogen Applications.", "file_path": "cuad/FuelcellEnergyInc_20191106_8-K_EX-10.1_11868007_EX-10.1_Development Agreement.txt"}]