Common use of Actions in Connection with the Distribution Clause in Contracts

Actions in Connection with the Distribution. (a) Prior to the Distribution Date, Bioverativ shall file such amendments and supplements to its Form 10 as Biogen may reasonably request, and such amendments as may be necessary in order to cause the same to become and remain effective as required by Law, including filing such amendments and supplements to its Form 10 as may be required by the Commission or federal, state or non-U.S. securities Laws. Biogen shall, or at Biogen’s election, Bioverativ shall, mail (or deliver by electronic means where not prohibited by Law) to the holders of Biogen Common Stock, at such time on or prior to the Distribution Date as Biogen shall determine, the Information Statement included in its Form 10 (or a Notice of Internet Availability of the Information Statement), as well as any other information concerning Bioverativ, its business, operations and management, the transaction contemplated herein and such other matters as Biogen shall reasonably determine are necessary and as may be required by Law. Promptly after receiving a request from Biogen, Bioverativ shall prepare and, in accordance with applicable Law, file with the Commission any such documentation that Biogen reasonably determines is necessary or desirable to effectuate the Distribution, and Biogen and Bioverativ shall each use commercially reasonable efforts to obtain all necessary approvals from the Commission with respect thereto as soon as practicable. (b) Bioverativ shall use commercially reasonable efforts in preparing, filing with the Commission and causing to become effective, as soon as reasonably practicable (but in any case prior to the Distribution Effective Time), an effective registration statement or amendments thereof which are required in connection with the establishment of, or amendments to, any employee benefit plans of Bioverativ. (c) To the extent not already approved and effective, Bioverativ shall use commercially reasonable efforts to have approved and made effective, the application for the original listing on NASDAQ of the Bioverativ Common Stock to be distributed in the Distribution, subject to official notice of distribution. (d) Nothing in this Section 4.3 shall be deemed to shift or otherwise impose Liability for any portion of the Form 10 or Information Statement to Biogen.

Actions in Connection with the Distribution. (a) Prior to the Distribution Date, Bioverativ AgeX shall take the following actions to facilitate the Distribution in compliance with applicable Legal Requirements. (a) AgeX shall file with the SEC, at such time as BioTime may request, a Form 10 to register AgeX Common Stock under Section 12(b) or Section 12(g), as requested by BioTime, of the Exchange Act. AgeX shall file such amendments amendments, supplements, and supplements exhibits to its Form 10 as Biogen BioTime may reasonably request, request or the SEC may require and such amendments as may be necessary in order to cause the same Form 10 to become and remain effective as required by Law, including filing such amendments and supplements to its Form 10 as may be required by under the Commission or federal, state or non-U.S. securities LawsExchange Act. Biogen BioTime shall, or at BiogenBioTime’s election, Bioverativ AgeX shall, mail (or deliver by electronic means where not prohibited by Lawapplicable Legal Requirements) to the holders Record Holders of Biogen Common StockBioTime common shares, at such time on or prior to the Distribution Date as Biogen BioTime shall determine, the Information Statement included in its Form 10 (or a Notice of Internet Availability of the such Information StatementStatement if permitted as a means of delivery under applicable Legal Requirements), as well as any other information concerning BioverativAgeX, its business, operations and management, the transaction contemplated herein Contribution, and such other matters as Biogen BioTime shall reasonably determine are necessary and as may be required by Lawapplicable Legal Requirements. Promptly after receiving a request from BiogenBioTime, Bioverativ AgeX shall prepare and, in accordance with applicable LawLegal Requirements, file with the Commission SEC any such documentation that Biogen BioTime reasonably determines is necessary or desirable to effectuate the Distribution, and, subject to BioTime’s rights under Section 4.5, BioTime and Biogen and Bioverativ AgeX shall each use commercially reasonable efforts to obtain all necessary approvals from the Commission SEC with respect thereto as soon as practicable. (b) Bioverativ AgeX shall use commercially reasonable efforts in preparing, filing with the Commission SEC and causing to become effective, on or as soon as reasonably practicable (but in any case prior to after the Distribution Effective Time)Date, an effective a registration statement or amendments thereof which are under the Securities Act as may be required in connection with the establishment of, or amendments to, any stock option or other employee benefit plans of BioverativAgeX. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. (c) To the extent not already approved and effective, Bioverativ AgeX shall use commercially reasonable efforts to prepare and have approved and made effective, the an application for the original listing on NASDAQ of the Bioverativ AgeX Common Stock to be distributed in on the DistributionNYSE MKT or Nasdaq, subject to official notice of distribution. (d) Nothing in this Section 4.3 4.6 shall be deemed to shift or otherwise impose Liability on BioTime liability for any portion of the Form 10 or Information Statement to BiogenStatement.