Effect of Non-Exercise of Artiva Originated Product Option. If Artiva does not exercise the Artiva Originated Product Option for an Artiva Originated Product prior to end of the Artiva Originated Product Option Exercise Period, the Artiva Originated Product Option shall lapse with respect to such Artiva Originated Product and GCLC shall have a one-time right of first negotiation to obtain a royalty- bearing, exclusive license outside the Territory to Artiva’s pre-clinical and clinical data for such Artiva Originated Product and Artiva Controlled patents and know-how that relate specifically to such Artiva Originated Product (the “GCLC AOP Ex-Territory License”). Such right of negotiation shall be exercisable by written notice by GCLC to Artiva for the period beginning at the end of the Artiva Originated Product Option Exercise Period and shall end [***] days thereafter, and upon exercise, the Parties shall enter into good faith negotiations on the terms of such GCLC AOP Ex-Territory License for a period of at least [***] days, after which such right of first negotiation shall lapse with respect to such Artiva Originated Product.”
