Common use of Industrial and Intellectual Property Rights Clause in Contracts

Industrial and Intellectual Property Rights. 10.1 If a third PARTY raises justified claims against BUYER for infringement of intellectual property rights or copy rights (all together hereafter referred to as “Protective Rights”) by COMPONENTS supplied by SELLER, SELLER shall at its cost acquire for BUYER a right to use the COMPONENTS. In case this is not possible at economically reasonable conditions, SELLER’s liability shall be limited as follows: (a) SELLER shall defend and indemnify and hold harmless BUYER against any legal costs and damages of BUYER caused by Protective Right infringement by the COMPONENTS as such up to the amount of an appropriate license fee, which the owner of the Protective Rights could claim directly from SELLER for the use of the infringing COMPONENTS. (b) For future deliveries SELLER shall, if economically reasonable, at its option and in compliance with the specifications defined in Annex 1 modify the COMPONENTS to become non-infringing or deliver an equivalent non infringing COMPONENTS. Claims shall be deemed justified only if they are acknowledged as such by SELLER or finally adjudicated as such by a court of competent jurisdiction. 10.2 The obligations of SELLER mentioned in Section 10.1 above apply under the precondition that BUYER informs SELLER without delay in writing of any claims for infringement of Protective Rights, does not accept on his own any such claims and conducts any disputes, including settlements out of court, only in agreement with SELLER. 10.3 Any liability of SELLER pursuant to Section 10.1 shall be excluded, if the infringement of Protective Rights is not caused by the COMPONENTS itself, for example if such infringement results from the application of the COMPONENTS (including any application-specific circuitry implemented in the COMPONENTS), unless SELLER did offer the COMPONENTS especially for such infringing application. 10.4 Any liability of SELLER shall also be excluded, if the infringement of Protective Rights results from specific instructions given by BUYER or the fact that the COMPONENTS has been changed by BUYER or is being used in conjunction with products not delivered by SELLER, which convert an otherwise non-infringing COMPONENTS to an infringing COMPONENTS. [***] 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.

Industrial and Intellectual Property Rights. 10.1 If a third PARTY raises justified claims 11.1 Only as set forth below in this Section 11.1, and subject to the conditions and limitations stated herein below, SMIC agrees to defend, indemnify and hold harmless Infineon and the Infineon Subsidiaries from and against BUYER for any and all claims, demands and actions brought against Infineon and/or the Infineon Subsidiaries and based upon any infringement of intellectual property rights or copy rights (all together hereafter referred to as ,,Infineon Claims“Protective Rights”) by COMPONENTS supplied the Contract Products manufactured by SELLERSMIC, SELLER shall at its cost acquire for BUYER a right using Contract Processes, and sold to use Infineon and/or the COMPONENTS. In case this is not possible at economically reasonable conditionsInfineon Subsidiaries, SELLER’s liability shall be limited as follows: (a) SELLER shall defend in such cases to the extent and indemnify and hold harmless BUYER against any legal costs and damages of BUYER caused by Protective Right infringement by the COMPONENTS insofar as such up Infineon Claim is attributable to the amount of an appropriate license fee, which the owner SMIC’s unauthorized change of the Protective Rights could claim directly design, specification or instruction given to SMIC by Infineon for manufacture of Contract Products (“SMIC Change”). SMIC agrees to pay all money damages finally awarded against Infineon and attributable solely to any infringement arising from SELLER for the use such SMIC Change. As a condition of the infringing COMPONENTS. (b) For future deliveries SELLER shallsuch defense and indemnification as above, if economically reasonable, at its option and in compliance with the specifications defined in Annex 1 modify the COMPONENTS to become non-infringing or deliver an equivalent non infringing COMPONENTS. Claims Infineon shall be deemed justified only if they are acknowledged as such by SELLER or finally adjudicated as such by a court of competent jurisdiction. 10.2 The obligations of SELLER mentioned in Section 10.1 above apply under the precondition that BUYER informs SELLER without delay in writing give SMIC prompt written notice of any claims for infringement of Protective Rightsalleged Infineon Claim, does shall not accept on his its own any such claims and conducts any disputes, including settlements out of court, only in agreement with SELLER. 10.3 Any liability of SELLER pursuant SMIC and shall give all reasonable assistance to Section 10.1 shall SMIC (at SMIC’s expense) as may be excluded, if the infringement of Protective Rights requested by SMIC. If a third party claim is not caused by the COMPONENTS itself, for example if such infringement results from the application of the COMPONENTS (including any application-specific circuitry implemented in the COMPONENTS), unless SELLER did offer the COMPONENTS especially for such infringing application. 10.4 Any liability of SELLER shall also be excluded, if the infringement of Protective Rights results from specific instructions given by BUYER or the fact that the COMPONENTS has been changed by BUYER or is being used in conjunction with products not delivered by SELLER, which convert an otherwise non-infringing COMPONENTS to an infringing COMPONENTS. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested raised against Infineon with respect to the omitted portionsSMIC Change, Infineon shall have the right to terminate the further obligation to order or purchase Contract Products from SMIC. SECTION 11.1 STATES THE ENTIRE LIABILITY OF SMIC AND THE EXCLUSIVE REMEDY OF INFINEON WITH RESPECT TO INFRINGEMENT BY CONTRACT PRODUCTS OF ANY INTELLECTUAL PROPERTY RIGHTS, STATUTORY, EXPRESS OR IMPLIED. EXCEPT AS EXPRESSLY STATED IN THIS ARTICLE 11, SMIC HEREBY DISCLAIMS ALL WARRANTIES AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS AS MENTIONED ABOVE.

Industrial and Intellectual Property Rights. 10.1 If a third PARTY party raises justified claims against BUYER Buyer for infringement of intellectual property rights or copy rights (all together hereafter referred to as “Protective Rights”) by COMPONENTS Products supplied by SELLERSeller, SELLER Seller shall at its his cost acquire for BUYER Buyer a right to use the COMPONENTSProduct. In case this is not possible at economically reasonable conditions, SELLERSeller’s liability shall be limited as follows: (a) SELLER Seller shall defend and indemnify and hold harmless BUYER Buyer against any legal costs and damages of BUYER Buyer caused by Protective Right infringement by the COMPONENTS Product as such up to the amount of an appropriate license fee, which the owner of the Protective Rights could claim directly from SELLER form Seller for the use of the infringing COMPONENTSProduct. (b) For future deliveries SELLER Seller shall, if economically reasonable, at its option and in compliance with the specifications defined in Annex 1 the VPA modify the COMPONENTS Product to become non-non infringing or deliver an equivalent non infringing COMPONENTSproduct. Claims shall be deemed justified only if they are acknowledged as such by SELLER Seller or finally adjudicated as such by a court of competent jurisdiction. 10.2 The obligations of SELLER Seller mentioned in Section 10.1 above apply under the precondition that BUYER Buyer informs SELLER Seller without delay in writing of any claims for infringement of Protective Rights, does not accept on his own any such claims and conducts any disputes, including settlements out of court, only in agreement with SELLERSeller. 10.3 Any liability of SELLER Seller pursuant to Section 10.1 shall be excluded, if the infringement of Protective Rights is not caused by the COMPONENTS Product itself, for example if such infringement results from the application of the COMPONENTS Product (including any application-specific circuitry implemented in the COMPONENTSProduct), unless SELLER Seller did offer the COMPONENTS Product especially for such infringing application. 10.4 Any liability of SELLER Seller shall also be excluded, if the infringement of Protective Rights results from specific instructions given by BUYER Buyer or the fact that the COMPONENTS Product has been changed by BUYER Buyer or is being used in conjunction with products not delivered by SELLERSeller, which convert an otherwise non-infringing COMPONENTS Product to an infringing COMPONENTS. [***] 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 portionsProduct.

Industrial and Intellectual Property Rights. 10.1 If a third PARTY raises justified claims against BUYER for infringement 9.1 The signature of this Agreement shall not affect the ownership of industrial and intellectual property rights or copy rights (all together hereafter referred to as “Protective Rights”) by COMPONENTS supplied by SELLER, SELLER shall at its cost acquire for BUYER a right to use the COMPONENTS. In case this is not possible at economically reasonable conditions, SELLER’s liability shall be limited as follows: (a) SELLER shall defend and indemnify and hold harmless BUYER against any legal costs and damages of BUYER caused by Protective Right infringement by the COMPONENTS as such up to the amount of an appropriate license fee, which the owner parties were the holders before signing it, nor imply the granting of any rights except as expressly stipulated in this document. 9.2 All inventions, discoveries, developments, technology and data resulting from the Protective Rights could claim directly from SELLER for performance of this Agreement or the Trial, or the use of the infringing COMPONENTS. Trial Drug, whether patentable or not (b) For future deliveries SELLER shall“Inventions”), if economically reasonableconceived, reduced to practice or made by or on behalf of the Sponsor and/or Coordinating Investigator, solely or jointly with others, that use, relate to, or incorporate the Trial Drug or LIXTE’s Confidential Information, or that involve identification or use of biomarkers related to the safety, efficacy or use of the Trial Drug (“LIXTE Inventions”), shall be the sole and exclusive property of LIXTE, shall promptly be disclosed in writing by the Sponsor and Coordinating Investigator only to LIXTE, and Sponsor and the Coordinating Investigator hereby assign to LIXTE all rights, title and interests in and to such Inventions and all intellectual property rights therein. LIXTE shall have the sole and exclusive right to obtain, at its option option, patent protection in the United States and in compliance with the specifications defined in Annex 1 modify the COMPONENTS other countries on any LIXTE Invention. LIXTE hereby grants to become Sponsor a limited, non-infringing or deliver an equivalent non infringing COMPONENTSexclusive, non-transferable and nonsublicenseable license under such LIXTE Invention, solely for internal non-commercial, academic, research and patient care purposes. Claims LIXTE shall own all rights in the Trial Data, provided that LIXTE hereby grants to Sponsor a limited, non-exclusive, nontransferable and non-sublicenseable license to use and disclose, as necessary, the Trial Data, solely for (i) internal non-commercial, academic, research and patient care purposes and (ii) as required to fulfill its obligations under applicable law as the sponsor of the Trial, subject to Sections 4.4 and 11. 9.3 Other than the funding payments specified herein, LIXTE is not obligated to make any payments to Sponsor in consideration of the licenses set forth herein. 9.4 All Inventions other than LIXTE Inventions shall be deemed justified only owned by Sponsor if they are acknowledged as invented solely by Sponsor and jointly owned by Sponsor and LIXTE if jointly invented by Sponsor and LIXTE; provided, however, that Sponsor hereby grants to LIXTE a limited, non-exclusive, non-transferable and non-sublicenseable license to use any such by SELLER or finally adjudicated as such by a court of competent jurisdictionInventions. 10.2 The obligations 9.5 Sponsor shall require that all Project Participants and Participating Sites have assigned to Sponsor their rights to any invention, discovery, development, technology and data resulting from their performance of SELLER mentioned in Section 10.1 above apply under this Agreement. 9.6 LIXTE will remain at all times the precondition that BUYER informs SELLER without delay in writing exclusive owner of any claims for infringement of Protective Rights, does not accept on his own any such claims and conducts any disputesthe Trial Drug, including settlements out of courtall its industrial, only in agreement with SELLERcommercial, and marketing rights. 10.3 Any liability of SELLER pursuant to Section 10.1 shall be excluded, if the infringement of Protective Rights is not caused by the COMPONENTS itself, for example if such infringement results from the application of the COMPONENTS (including any application-specific circuitry implemented in the COMPONENTS), unless SELLER did offer the COMPONENTS especially for such infringing application. 10.4 Any liability of SELLER shall also be excluded, if the infringement of Protective Rights results from specific instructions given by BUYER or the fact that the COMPONENTS has been changed by BUYER or is being used in conjunction with products not delivered by SELLER, which convert an otherwise non-infringing COMPONENTS to an infringing COMPONENTS. [***] 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.

Industrial and Intellectual Property Rights. 10.1 13.1 If a third PARTY party raises justified claims against BUYER Buyer for infringement of intellectual property rights or copy rights (all together hereafter referred to as “Protective Rights”) by COMPONENTS Products supplied by SELLERSeller, SELLER Seller shall at its his cost acquire for BUYER Buyer a right to use the COMPONENTSProduct. In case this is not possible at economically reasonable conditions, SELLERSeller’s liability shall be limited as follows: (a) SELLER Seller shall defend and indemnify and hold harmless BUYER Buyer against any reasonable legal costs and damages of BUYER Buyer caused by Protective Right infringement by the COMPONENTS Product as such up to the amount of an appropriate license fee, which the owner of the Protective Rights could claim directly from SELLER Seller for the use of the infringing COMPONENTSProduct. Any such license fee determined in an action between Buyer and the owner of the Protective Right shall be deemed appropriate under this clause. Buyer shall inform Seller concerning any such action, and Seller shall have the right to participate in it, at Seller’s expense. (b) For future deliveries SELLER Seller shall, if economically reasonable, at its option and in compliance develop a not infringing Product, which complies with the form, fit, and function specifications defined in Annex 1 of the infringing Product, modify the COMPONENTS Product to become non-non infringing or deliver an equivalent non infringing COMPONENTSproduct. c) For deliveries under Seller’s Pre-Existing Commitments, the remedies, Seller’s obligations, and limitations of liability shall be as outlined in those contracts, to the extent other or different than here described. Claims shall be deemed justified only if they are acknowledged as such by SELLER Seller or finally adjudicated as such by a court or arbitration panel of competent jurisdiction, as provided for hereunder or under Seller’s Pre-Existing Commitments, if applicable. 10.2 13.2 The obligations of SELLER mentioned in Section 10.1 above apply under limitation period shall be as provided by law, or such longer period as is set by the precondition that BUYER informs SELLER without delay in writing of any claims for infringement of Protective Rights, does not accept on his own any such claims and conducts any disputes, including settlements out of court, only in agreement with SELLERSeller’s Pre-Existing Commitments. 10.3 13.3 If Buyer settles any disputes without Seller’s agreement, Seller shall not be bound by that settlement, but shall be entitled to Seller’s rights under this Section 13. 13.4 Any liability of SELLER Seller pursuant to Section 10.1 13.1 shall be excluded, if the infringement of Protective Rights is not caused by the COMPONENTS Product itself, for example if such infringement results from the application of the COMPONENTS Product (including any application-specific circuitry dictated by Buyer or Buyer’s customer and implemented in the COMPONENTSProduct), unless SELLER Seller did offer the COMPONENTS Product especially for such infringing application. This limitation shall not apply with respect to sales under Seller’s Pre-Existing Commitments, if excluded in such Seller’s Pre-Existing Commitments. 10.4 13.5 Any liability of SELLER Seller shall also be excluded, if the infringement of Protective Rights results from specific instructions given by BUYER Buyer or the fact that the COMPONENTS Product has been changed by BUYER Buyer or is being used in conjunction with products not delivered by SELLERSeller, which convert an otherwise non-infringing COMPONENTS Product to an infringing COMPONENTSProduct, so long as the Product has non-infringing uses. [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested This limitation shall not apply with respect to the omitted portionssales under Seller’s Pre-Existing Commitments, if excluded in such Seller’s Pre-Existing Commitments.

Industrial and Intellectual Property Rights. 10.1 If 12.1 Seller shall defend any suit or proceeding brought against Buyer insofar as such suit or proceeding is based on a third PARTY raises justified claims against BUYER for claim that any process employed by Seller constitute direct infringement of intellectual property rights or copy rights (all together hereafter referred to as “Protective Rights”) ), and shall pay all damages and costs finally awarded therein against Buyer. 12.2 If the process employed by COMPONENTS supplied by SELLERSeller shall be held to infringe any Protective Rights under circumstances in which Seller is obligated to defend under the previous paragraph, SELLER Seller shall at its cost and option exert all commercially reasonable efforts to: (a) acquire for BUYER Buyer a right to use the COMPONENTS. In case this is Product, (b) develop a not possible at economically reasonable conditions, SELLER’s liability shall be limited as follows: (a) SELLER shall defend and indemnify and hold harmless BUYER against any legal costs and damages of BUYER caused by Protective Right infringement by the COMPONENTS as such up to the amount of an appropriate license feeinfringing Product, which substantially complies with the owner of the Protective Rights could claim directly from SELLER for the use specifications of the infringing COMPONENTS. Product, (bc) For future deliveries SELLER shall, if economically reasonable, at its option and in compliance with the specifications defined in Annex 1 modify the COMPONENTS Product to become non-infringing or (d) deliver an equivalent non non-infringing COMPONENTS. Claims shall be deemed justified only if they are acknowledged as such by SELLER or finally adjudicated as such by a court of competent jurisdictionProduct. 10.2 12.3 The obligations of SELLER Seller mentioned in Section 10.1 12.1 above apply under the precondition that BUYER Buyer informs SELLER Seller without delay in writing of any claims for infringement of Protective Rights, does not accept on his its own any such claims and conducts any disputes, including settlements out of court, only in agreement with SELLERSeller. 10.3 12.4 Any liability of SELLER Seller pursuant to Section 10.1 12.1 shall be excluded, if the infringement of Protective Rights is not caused by the COMPONENTS Product itself, for example if such infringement results from the application of the COMPONENTS Product (including any application-specific circuitry implemented in the COMPONENTSProduct), unless SELLER Seller did offer the COMPONENTS Product especially for such infringing application. 10.4 12.5 Any liability of SELLER Seller shall also be excluded, if the infringement of Protective Rights results from specific instructions given by BUYER Buyer or the fact that the COMPONENTS Product has been changed by BUYER Buyer or is being used in conjunction with products not delivered by SELLERSeller, which convert an otherwise non-infringing COMPONENTS Product to an infringing COMPONENTS. [***] Certain information Product. 12.6 The provisions of this Section 12 shall survive the expiration or termination of this Agreement. 12.7 Any and all obligations of Seller referring to infringement of Protective Rights arising out of the fulfillment of this Agreement other than lined out 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 portionsSection 12 shall be excluded.

Industrial and Intellectual Property Rights. 10.1 If a third PARTY raises justified [***] claims against BUYER for infringement of intellectual property rights or copy rights (all together hereafter referred to as “Protective Rights”) by COMPONENTS supplied by SELLER, SELLER shall at its cost acquire for BUYER a right to use the COMPONENTS. In case this is not possible at economically reasonable conditions, SELLER’s liability shall be limited as follows:: [***] 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. (a) SELLER shall defend and indemnify and hold harmless BUYER against any legal costs and damages of BUYER caused by Protective Right infringement by the COMPONENTS as such up to the amount of an appropriate license fee, which the owner of the Protective Rights could claim directly from SELLER for the use of the infringing COMPONENTS. (b) For future deliveries SELLER shall, if economically reasonable, at its option and in compliance with the specifications defined in Annex 1 modify the COMPONENTS to become non-infringing or deliver an equivalent non infringing COMPONENTS. Claims shall be deemed justified only if they are acknowledged [***] as such by SELLER or finally adjudicated [***] as such by a court of competent jurisdiction[***]. 10.2 The obligations of SELLER mentioned in Section 10.1 above apply under the precondition that BUYER informs SELLER without delay in writing of any claims for infringement of Protective Rights, does not accept on his own any such claims and conducts any disputes, including settlements out of court, only in agreement with SELLER. 10.3 Any liability of SELLER pursuant to Section 10.1 shall be excluded, if the infringement of Protective Rights is not caused by the COMPONENTS itself, for example if such infringement results from the application of the COMPONENTS (including any application-specific circuitry implemented in the COMPONENTS), unless SELLER did offer the COMPONENTS especially for such infringing application. 10.4 Any liability of SELLER shall also be excluded, if the infringement of Protective Rights results from specific instructions given by BUYER or the fact that the COMPONENTS has been changed by BUYER or is being used in conjunction with products not delivered by SELLER, which convert an otherwise non-infringing COMPONENTS to an infringing COMPONENTS. [***] 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.