Common use of Effects of Reversion Clause in Contracts

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to [***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date [***]. For clarity, Prothena shall have the right to use the foregoing [***] solely in connection with the exercise of Prothena’s rights under Section 10.8.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), [***], [***] Regulatory Filings [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.2, [***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal to [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody that [***] for the Commercialization of a Prothena Reversion Antibody (as [***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.1, then [***]. Notwithstanding the provisions of Section 10.8.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to to[***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies, excluding any documents relating to any proprietary cell lines, cell culture media and any know-how associated with such cell lines or cell culture media; in each case, to the extent in Celgene’s possession as of the termination effective date date[***]. For clarity, Prothena shall have the right to use the foregoing [***] material information and data solely in connection with the exercise of Prothena’s rights under Section 10.8.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), [***], ,[***] Regulatory Filings [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.2, ,[***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) )[***], to to[***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal to to[***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody that [***] for the Commercialization of a Prothena Reversion Antibody (as as[***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to to[***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.1, then then[***].[***]. Notwithstanding the provisions of Section 10.8.1, Prothena shall not get a sublicense of any CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Third Party intellectual property pursuant to Section 10.8.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's ’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to [***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date [***]. For clarity, Prothena shall have the right to use the foregoing [***] solely in connection with the exercise of Prothena’s rights under Section 10.8.110.10.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), and [***], [***] Regulatory Filings in the Territory [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.210.10.2, [***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] supplies of such Prothena Reversion Antibody owned [***] by Celgene and then in Celgene’s possession, for a price equal to Celgene’s [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody in the Territory that [***] for the Commercialization of a Prothena Reversion Antibody (as then [***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.110.10.1, then Prothena [***]. Notwithstanding the provisions of Section 10.8.110.10.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 10.10.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's ’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to [***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date [***]. For clarity, Prothena shall have the right to use the foregoing [***] solely in connection with the exercise of Prothena’s rights under Section 10.8.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), [***], [***] Regulatory Filings [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.2, [***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal to [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody that [***] for the Commercialization of a Prothena Reversion Antibody (as [***], but not including any marks that include, in whole or part, any corporate [***] 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. name or logo of Celgene or its Affiliate), Prothena shall have the right to [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.1, then [***]. Notwithstanding the provisions of Section 10.8.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to [***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date [***]. For clarity, Prothena shall have the right to use the foregoing [***] material information and data solely in connection with the exercise of Prothena’s rights under Section 10.8.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), [***], [***] Regulatory Filings [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; date [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.2, 10.8.2 [***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] (days after the effective CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) days after the effective NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal to [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody that [***] ]for the Commercialization of a Prothena Reversion Antibody (as [***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.1, then [***]. [***]. Notwithstanding the provisions of Section 10.8.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena any Protein Therapeutic that becomes an OncoMed Reversion AntibodyCompound: (a) Celgene shall return to OncoMed within a reasonable time, at no cost to OncoMed, all OncoMed Know-How transferred by OncoMed to Celgene with respect to each such OncoMed Reversion Compound; (b) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to ProthenaOncoMed, within a reasonable time, at Prothena's request (provided that such request was made within OncoMed’s request, subject to OncoMed’s [***] (without duplicating any amounts [***]) days after the effective date of termination] pursuant to Section 11.7.2), subject [***] pertaining to the applicable OncoMed Reversion Compounds [***] such OncoMed Reversion Compounds under the terms of this Agreement (and for the avoidance of doubt, this Section 11.7.3(b) shall only apply with respect to [***]); provided that, copies of (i) the foregoing shall not apply with respect to [***]; [***] 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. (c) With respect to any Protein Therapeutic that becomes an OncoMed Reversion Compound as a result of termination of this Agreement or termination as to all Programs at a time during which Celgene is conducting a Clinical Trial data for such Protein Therapeutic (and results generated by or on behalf for the avoidance of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant doubt, this Section 11.7.3(c) shall only apply with respect to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date Clinical Trials that [***]. For clarity, Prothena shall have the right to use the foregoing [***] solely in connection with the exercise of Prothena’s rights under Section 10.8.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene will [***], [***] Regulatory Filings [***] for the Prothena Reversion Antibodies [***] if such termination is pursuant to Section 11.2 (by Celgene OncoMed), 11.3, 11.4 (by OncoMed) or its Affiliates as of the termination effective date; 11.5, and otherwise [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.2, [***];; and (d) As and to the extent If Celgene has obtained a Third Party License with respect to such OncoMed Reversion Compound and OncoMed is Manufacturing a sublicensee under such Prothena Reversion Antibody for Celgene or its AffiliateThird Party License, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena then [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal Third Party License to the extent [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody that [***] for the Commercialization of a Prothena Reversion Antibody (as [***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.1, then [***]. Notwithstanding the provisions of Section 10.8.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's ’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to [***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date [***]. For clarity, Prothena shall have the right to use the foregoing [***] solely in connection with the exercise of Prothena’s rights under Section 10.8.110.10.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), [***], [***] Regulatory Filings in the Territory [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.210.10.2, [***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal to [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody in the Territory that [***] for the Commercialization of a Prothena Reversion Antibody (as [***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to [***] 66 [***] 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. [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.110.10.1, then [***]. Notwithstanding the provisions of Section 10.8.110.10.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 10.10.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's ’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to [***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date [***]. For clarity, Prothena shall have the right to use the foregoing [***] solely in connection with the exercise of Prothena’s rights under Section 10.8.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), [***], [***] Regulatory Filings [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.2, [***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal to [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody that [***] for the Commercialization of a Prothena Reversion Antibody (as [***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.1, then [***]. Notwithstanding the provisions of Section 10.8.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's ’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to [***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date [***]. For clarity, Prothena shall have the right to use the foregoing [***] solely in connection with the exercise of Prothena’s rights under Section 10.8.110.10.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), [***], [***] Regulatory Filings in the Territory [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.210.10.2, [***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal to [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody in the Territory that [***] for the Commercialization of a Prothena Reversion Antibody (as [***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to [***] [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.110.10.1, then [***]. Notwithstanding the provisions of Section 10.8.110.10.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 10.10.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.

Effects of Reversion. With respect to each Prothena Reversion Antibody: (a) Except to the extent not permitted pursuant to any agreements between Celgene and a Third Party, Celgene shall provide to Prothena, within a reasonable time, at Prothena's ’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), subject to [***], copies of (i) [***] Clinical Trial data and results generated by or on behalf of Celgene or its Affiliates in the Development of Prothena Reversion Antibodies pursuant to this Agreement, and (ii) [***] relating to the manufacture of such Prothena Reversion Antibodies; in each case, to the extent in Celgene’s possession as of the termination effective date [***]. For clarity, Prothena shall have the right to use the foregoing [***] solely in connection with the exercise of Prothena’s rights under Section 10.8.110.10.1; (b) Celgene shall transfer within a reasonable time to Prothena, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), [***], [***] Regulatory Filings in the Territory [***] for the Prothena Reversion Antibodies [***] by Celgene or its Affiliates as of the termination effective date; [***]; (c) Celgene shall otherwise cooperate reasonably with Prothena to provide a transfer of the materials described in the foregoing provisions of this Section 10.8.210.10.2, [***]; (d) As and to the extent a Third Party is Manufacturing such Prothena Reversion Antibody for Celgene or its Affiliate, Celgene shall use reasonable efforts, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination) [***], to [***]. Additionally, at Prothena’s request (provided that such request was made within [***] ([***]) days after the effective date of termination), Celgene shall transfer to Prothena [***] such Prothena Reversion Antibody owned by Celgene and then in Celgene’s possession, for a price equal to [***]; (e) To the extent that Celgene or its Affiliate owns any trademark(s) and/or domain names that [***] a Prothena Reversion Antibody in the Territory that [***] for the Commercialization of a Prothena Reversion Antibody (as [***], but not including any marks that include, in whole or part, any corporate name or logo of Celgene or its Affiliate), Prothena shall have the right to [***]. Prothena shall exercise such right by written notice to Celgene within [***] ([***]) days after such Licensed Antibody or Licensed Product becomes a Prothena Reversion Antibody; and (f) If Celgene or its Affiliate has obtained a license from a Third Party and Prothena is a sublicensee under such license pursuant to Section 10.8.110.10.1, then [***]. Notwithstanding the provisions of Section 10.8.110.10.1, Prothena shall not get a sublicense of any Third Party intellectual property pursuant to Section 10.8.1 10.10.1 unless such sublicense is allowed pursuant to and in accordance with the agreement between Celgene and such Third Party.