Common use of Licensed Patents/Joint Patents Clause in Contracts

Licensed Patents/Joint Patents. (i) Subject to the remainder of this Section 11.2(a), including subsection (ii), Mirati shall have the [***] right, but not the obligation, to control the preparation, filing, prosecution, and maintenance (including any interferences, reissue proceedings, reexaminations, inter partes review, patent term extensions, applications for supplementary protection certificates, oppositions,) of the Licensed Patents and Joint Patents, including all Product Patents and Mirati Invention Patents, worldwide, at its sole cost and expense and using counsel of its own choice. (ii) In the event that Mirati desires to abandon or cease prosecution or maintenance of any Licensed Patent in the Licensed Territory during the Term, Mirati shall provide reasonable prior written notice to Licensee of such intention to abandon (which notice shall, to the extent possible, be given no later than [***] prior to the next deadline for any action that must be taken with respect to any such Licensed Patent in the relevant patent office). In such case, upon Licensee’s written election provided to Mirati no later than [***] after such notice from Mirati and subject to any rights of any Third Party with respect thereto, Licensee shall have the right to continue prosecution and maintenance of such Licensed Patent at Licensee’s direction and expense. If Licensee does not provide such election within [***] after such notice from Mirati, Mirati may thereafter, in its sole discretion, continue or discontinue the prosecution and maintenance of such Licensed Patent. (iii) Notwithstanding anything to the contrary in this Section 11.2, in the event that any Joint Patent Covers or relates to any proprietary compound of Licensee, the Parties will discuss and agree in good faith upon the allocation between the Parties of prosecution, maintenance and enforcement responsibilities using patent counsel mutually acceptable to the Parties.

Licensed Patents/Joint Patents. (i) Subject to the remainder of this Section 11.2(a10.2(a), including subsection (ii), Mirati shall have the [***] sole right, but not the obligation, to control the preparation, filing, prosecution, and maintenance (including any interferences, reissue proceedings, reexaminations, inter partes review, patent term extensions, applications for supplementary protection certificates, oppositions,) of the Licensed Patents and Joint Patents, including all Product Compound-Specific Invention Patents and Mirati Invention Patents, worldwide, at its sole cost and expense and using counsel of its own choice. (ii) . In the event that Mirati desires to abandon or cease prosecution or maintenance of any Licensed Patent in the Licensed Territory during the Term, Mirati shall provide reasonable prior written notice to Licensee BeiGene of such intention to abandon (which notice shall, to the extent possible, be given no later than […***…] days prior to the next deadline for any action that must be taken with respect to any such Licensed Patent in the relevant patent office). In such case, upon LicenseeBeiGene’s written election provided to Mirati no later than […***…] days after such notice from Mirati and subject to any rights of any Third Party with respect thereto, Licensee BeiGene shall have the right to continue prosecution and maintenance of such Licensed Patent at LicenseeBeiGene’s direction and expense. If Licensee BeiGene does not provide such election within […***…] days after such notice from Mirati, Mirati may thereafter, in its sole discretion, continue or discontinue the prosecution and maintenance of such Licensed Patent. (iiiiI) Notwithstanding anything to the contrary in this Section 11.210.2, in the event that any Joint Patent Covers or covers any patentable Joint Invention that relates to any proprietary compound of LicenseeBeiGene, the Parties will discuss and agree in good faith upon the 34 *** Confidential Treatment Requested allocation between the Parties of prosecution, maintenance and enforcement responsibilities using patent counsel mutually acceptable to the Parties.

Licensed Patents/Joint Patents. (i) Subject to the remainder of this Section 11.2(a10.2(a), including subsection (ii), Mirati shall have the [***] sole right, but not the obligation, to control the preparation, filing, prosecution, and maintenance (including any interferences, reissue proceedings, reexaminations, inter partes review, patent term extensions, applications for supplementary protection certificates, oppositions,) of the Licensed Patents and Joint Patents, including all Product Compound-Specific Invention Patents and Mirati Invention Patents, worldwide, at its sole cost and expense and using counsel of its own choice. (ii) . In the event that Mirati desires to abandon or cease prosecution or maintenance of any Licensed Patent in the Licensed Territory during the Term, Mirati shall provide reasonable prior written notice to Licensee BeiGene of such intention to abandon (which notice shall, to the extent possible, be given no later than […***…] days prior to the next deadline for any action that must be taken with respect to any such Licensed Patent in the relevant patent office). In such case, upon LicenseeBeiGene’s written election provided to Mirati no later than […***…] days after such notice from Mirati and subject to any rights of any Third Party with respect thereto, Licensee BeiGene shall have the right to continue prosecution and maintenance of such Licensed Patent at LicenseeBeiGene’s direction and expense. If Licensee BeiGene does not provide such election within […***…] days after such notice from Mirati, Mirati may thereafter, in its sole discretion, continue or discontinue the prosecution and maintenance of such Licensed Patent. (iiiii) Notwithstanding anything to the contrary in this Section 11.210.2, in the event that any Joint Patent Covers or covers any patentable Joint Invention that relates to any proprietary compound of LicenseeBeiGene, the Parties will discuss and agree in good faith upon the allocation between the Parties of prosecution, maintenance and enforcement responsibilities using patent counsel mutually acceptable to the Parties.. 32 *** Confidential Treatment Requested