Common use of CAT Covenant Clause in Contracts

CAT Covenant. Novartis hereby grants to Buyer the benefits of the covenant-not-to-xxx (“CAT Covenant”) under a framework agreement between Morphosys and Cambridge Antibody Technology (“CAT Framework Agreement”), with regard to the “CAT Patent Rights” described in Appendix 3.02 of the CAT Framework Agreement, in order to permit Buyer to practice any licenses granted to it herein by Novartis. Buyer hereby acknowledges that it has read the redacted copy of the CAT Framework Agreement. Novartis makes no representations that the benefits of the CAT Covenant shall extend to Buyer if Buyer: (i) conducts “Alternative Selection” (as such term is defined in Appendix 3.02 of the CAT Framework Agreement); (ii) [***]; or (iii) enters into a “Challenge of a CAT Patent Right” (as such term is defined in Section 3.07(c) of the CAT Framework Agreement). [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions.