Common use of Common Interest Disclosures Clause in Contracts

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE IP, or enforcement of intellectual property and/or technology by or against Third Parties, EPIZYME and CELGENE agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, or Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this License Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE Patent within the Licensed IP, or enforcement of intellectual property and/or technology by or against Third Parties, EPIZYME Bluebird and CELGENE Celgene agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE the Licensed IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Development or Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. This CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME Patent within the Bluebird IP, Celgene IP or CELGENE IP, Collaboration IP or enforcement or defense of intellectual property and/or technology by or against Third Parties, EPIZYME Bluebird and CELGENE Celgene agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME the Bluebird IP, Celgene IP and CELGENE or Collaboration IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductCandidate, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Development or Commercialization commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductCandidate. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the AgreementAgreement and otherwise for each Party to exercise its rights and perform its obligations hereunder. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. This Section 9.6 will be subject to any right granted by Bluebird to any Third Party or by Celgene to any Third Party, provided that the grant of such right to such Third Party does not conflict with the other Party’s rights or a Party’s obligations under this Agreement. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this CCPS Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE Patent within the Licensed IP, or enforcement of intellectual property and/or technology by or against Third Parties, EPIZYME Bluebird and CELGENE Celgene agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE the Licensed IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Development or Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials will be treated as protected by the attorney-client privilege, CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. This Section 13.10 will be subject to any right granted by either Party to any Third Party, provided that the grant of such right to such Third Party does not conflict with the other Party’s rights or the first Party’s obligations under this CCPS Agreement.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE IP, or enforcement of intellectual property and/or technology owned by or against Third Parties, EPIZYME SGI or Genmab (or their respective Affiliates), SGI and CELGENE Genmab agree that they have a common legal interest in determining the ownershipcoordinating prosecution of their respective patent applications, scope, validity and/or enforcement of EPIZYME IP and CELGENE IPas set forth in this Article 14, and in determining whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization development, manufacturing, marketing and/or sale of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductProducts, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Developmentdevelopment, Manufacturingmanufacturing, or Commercialization marketing and/or sale of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductProducts. Accordingly, the Parties SGI and Genmab agree that all such information and materials opinions obtained by the Parties SGI and Genmab from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials opinions will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materialsopinions, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materialsopinions. Neither Party shall have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. [ * ] = 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.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME Patent within the Bluebird IP, Celgene IP or CELGENE IP, Collaboration IP or enforcement or defense of intellectual property and/or technology by or against Third Parties, EPIZYME Bluebird and CELGENE Celgene agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME the Bluebird IP, Celgene IP and CELGENE or Collaboration IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductCandidate, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Development or Commercialization commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductCandidate. Accordingly, the Parties agree that all such Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the AgreementAgreement and otherwise for each Party to exercise its rights and perform its obligations hereunder. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. This Section 7.6 will be subject to any right granted by Bluebird to any Third Party or by Celgene to any Third Party, provided that the grant of such right to such Third Party does not conflict with the other Party’s rights or a Party’s obligations under this Agreement.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the each other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE IP, or enforcement of intellectual property and/or technology owned by or against Third Parties, EPIZYME and CELGENE the Parties agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization of any Compound (including Licensed CompoundCollaboration Plan, the Preclinical Plan(s), Licensed Product or Diagnostic Productthe Clinical Plan(s), and/or Compounds and/or Products and/or Shared Products, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Developmentconduct of the Collaboration Plan, Manufacturing, or Commercialization of any Compound (including Licensed Compoundthe Preclinical Plan(s), Licensed Product or Diagnostic Productthe Clinical Plan(s), Compounds and/or Products. Accordingly, the Parties agree that all such information and materials Materials obtained by the Parties Vividion and Roche from each other pursuant to this Article 17 will be used solely for purposes of the Parties’ common legal interests with respect to Handling, enforcement and defense of intellectual property rights pursuant to the conduct terms of the Agreementthis Article 17. All such information and materials Materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materialsMaterials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materialsMaterials. Neither Party shall have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. Notwithstanding the foregoing, neither Party’s attorney represents the other Party.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this CCPS Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE Patent within the Licensed IP, or enforcement of intellectual property and/or technology by or against Third Parties, EPIZYME Bluebird and CELGENE Celgene agree that they have a common legal interest in determining the ownership, CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. scope, validity and/or enforcement of EPIZYME IP and CELGENE the Licensed IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Development or Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. This Section 13.10 will be subject to any right granted by either Party to any Third Party, provided that the grant of such right to such Third Party does not conflict with the other Party’s rights or the first Party’s obligations under this CCPS Agreement.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME Patent within the Bluebird IP, Celgene IP or CELGENE IP, Collaboration IP or enforcement or defense of intellectual property and/or technology by or against Third Parties, EPIZYME Bluebird and CELGENE Celgene agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME the Bluebird IP, Celgene IP and CELGENE or Collaboration IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductCandidate, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Development or Commercialization commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductCandidate. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the AgreementAgreement and otherwise for each Party to exercise its rights and perform its obligations hereunder. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. This Section 7.6 will be subject to any right granted by Bluebird to any Third Party or by Celgene to any Third Party, provided that the grant of such right to such Third Party does not conflict with the other Party’s rights or a Party’s obligations under this Agreement.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the each other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE IP, or enforcement of intellectual property and/or technology owned by or against Third Parties, EPIZYME and CELGENE the Parties agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Joint Development and Commercialization Plan, Collaboration Plan, or Development of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Developmentconduct of the Joint Development Plan, ManufacturingCollaboration Plan, or Commercialization Development of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties Pieris and Servier from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party.. Portions of the exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. CONFIDENTIAL TREATMENT REQUESTED

Common Interest Disclosures. The Parties: (a) share a common legal and commercial interest in such disclosure that is subject to such privileges and protections; (b) are or may become joint defendants in proceedings to which the information covered by such protections and privileges relates; (c) intend that such privileges and protections remain intact should either Party become subject to any actual or threatened proceeding to which the disclosing Party’s Confidential Information covered by such protections and privileges relates; and (d) intend that after the Effective Date both the receiving Party and the disclosing Party shall have the right to assert such protections and privileges. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the each other Party regarding Prosecution and Maintenance of EPIZYME IP Intellectual Property or CELGENE IP, or enforcement of intellectual property and/or technology owned by or against Third Parties, EPIZYME and CELGENE the Parties agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE IP, and whether, and to what extent, Third Party intellectual property Intellectual Property rights may affect the conduct of the Development and Commercialization of any Compound (including Research Program or Licensed Compound), Licensed Product or Diagnostic ProductProducts, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property Intellectual Property rights relating to the Development, Manufacturing, conduct of the Research Program or Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic ProductProducts. Accordingly, the Parties agree that all such information and materials obtained by the Parties Adaptimmune and GNE from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the this Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. Notwithstanding the foregoing, neither Party’s attorney represents the other Party. Neither Party is waiving, nor shall be deemed to have waived or diminished, any of its attorney work product ​ CONFIDENTIAL protections, attorney-client privileges or similar protections and privileges or the like as a result of disclosing information pursuant to this Agreement or any of its Confidential Information (including Confidential Information related to pending or threatened litigation) to the receiving Party, regardless of whether the disclosing Party has asserted, or is or may be entitled to assert, such privileges and protections.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this CCPS Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE Patent within the Licensed IP, or enforcement of intellectual property and/or technology by or against Third Parties, EPIZYME Bluebird and CELGENE Celgene agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement Certain information indicated with [***] in this document has been omitted from this exhibit because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential. of EPIZYME IP and CELGENE the Licensed IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Development or Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. This Section 13.10 will be subject to any right granted by either Party to any Third Party, provided that the grant of such right to such Third Party does not conflict with the other Party’s rights or the first Party’s obligations under this CCPS Agreement.

Common Interest Disclosures. With regard to any information or opinions disclosed in connection with the delivery of a Drug Candidate Data Package or pursuant to Section 4.5 7.8, 7.9, or Article 8 7.11 by one Party to the other Party regarding evaluation of Company IP or Joint Collaboration IP, Prosecution and Maintenance of EPIZYME Company IP or CELGENE Joint Collaboration IP, or enforcement of intellectual property and/or or technology by or against Third Parties, EPIZYME Company and CELGENE Celgene agree that they have a common legal interest in determining the ownership, scope, validity and/or or enforcement of EPIZYME Company IP and CELGENE Joint Collaboration IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development Development, Manufacture and Commercialization of any Compound (including Licensed Compound)Collaboration Target, Licensed Product Collaboration Candidate or Diagnostic Collaboration Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Manufacture or Commercialization of any Compound (including Licensed Compound)Collaboration Target, Licensed Product Collaboration Candidate or Diagnostic Collaboration Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the this Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any the other Party.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this License Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE Patent within the Licensed IP, or enforcement of intellectual property and/or technology by or against Third Parties, EPIZYME Bluebird and CELGENE Celgene agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE the Licensed IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, Development or Commercialization of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall will have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. prior written consent, nor shall will the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. This Section 6.10 will be subject to any right granted by either Party to any Third Party, provided that the grant of such right to such Third Party does not conflict with the other Party’s rights or the first Party’s obligations under this License Agreement.

Common Interest Disclosures. With regard to any privileged information or opinions and materials, including legal opinions, disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE IP, or enforcement of intellectual property and/or or technology owned by or against Third Parties, EPIZYME and CELGENE the Parties agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Development and Commercialization of any Compound (including Licensed Compound), Licensed Product Program or Diagnostic ProductCollaboration Compounds or Products, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Development, Manufacturing, conduct of the Program or Commercialization of any Compound (including Licensed Compound), Licensed Product Collaboration Compounds or Diagnostic ProductProducts. Accordingly, the Parties agree that all such privileged information and materials obtained by the Parties Hxxxxxx and Roche from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct as described in sentence 1 of the Agreementthis Section 13.12. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. When disclosing any such information and materials to the other Party, the disclosing Party shall mark such information and materials as “confidential and subject to the common interest doctrine and/or joint defense agreement” and the receiving Party shall treat such information and materials in strict confidence in accordance with Article 17 or as otherwise agreed between the Parties in writing, including in a joint defense agreement. Certain information has been excluded from this agreement (indicated by “[***]”) HOOKIPA PHARMA INC. has determined such information (i) is not material and (ii) would be competitively harmful if publicly disclosed. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party. Notwithstanding the foregoing, neither Party’s attorney represents the other Party.

Common Interest Disclosures. With regard to any information or opinions disclosed pursuant to Section 4.5 or Article 8 this Agreement by one Party to the each other Party regarding Prosecution and Maintenance of EPIZYME IP or CELGENE IP, or enforcement of intellectual property and/or technology owned by or against Third Parties, EPIZYME and CELGENE the Parties agree that they have a common legal interest in determining the ownership, scope, validity and/or enforcement of EPIZYME IP and CELGENE IP, and whether, and to what extent, Third Party intellectual property rights may affect the conduct of the Joint Development and Commercialization Plan, Collaboration Plan, or Development of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product, and have a further common legal interest in defending against any actual or prospective Third Party claims based on allegations of misuse or infringement of intellectual property rights relating to the Developmentconduct of the Joint Development Plan, ManufacturingCollaboration Plan, or Commercialization Development of any Compound (including Licensed Compound), Licensed Product or Diagnostic Product. Accordingly, the Parties agree that all such information and materials obtained by the Parties Pieris and Servier from each other will be used solely for purposes of the Parties’ common legal interests with respect to the conduct of the Agreement. All such information and materials will be treated as protected by the attorney-client privilege, the work product privilege, and any other privilege or immunity that may otherwise be applicable. By sharing any such information and materials, neither Party intends to waive or limit any privilege or immunity that may apply to the shared information and materials. Neither Party shall have the authority to waive any privilege or immunity on behalf of the other Party without such other Party’s prior written consent, nor shall the waiver of privilege or immunity resulting from the conduct of one Party be deemed to apply against any other Party.. Portions of the exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Confidential