Common use of Opt-Out by Jounce Clause in Contracts

Opt-Out by Jounce. Notwithstanding any other provisions in this Section 6.5.2, if Jounce opts-out of its rights and responsibilities under Section 4.4 of this Jounce Lead Co-Co Agreement, Celgene shall have the sole right to enforce Jounce Co-Co Product Patents and Celgene Patents in the U.S. and in the ROW Territory at its own expense, and shall have sole right of settlement of and enforcement suit with respect to such Patents, and Celgene shall retain [***] of remaining proceeds under 6.5.2(i)(ii) in the U.S. and in the ROW Territory.

Opt-Out by Jounce. Notwithstanding any other provisions in this Section 6.5.2, if Jounce opts-out of its rights and responsibilities under Section 4.4 of this Jounce Celgene Lead Co-Co Agreement, Celgene shall have the sole right to enforce Jounce Celgene Co-Co Product Patents and Celgene Patents in the U.S. and in the ROW Territory at its own expense, and shall have sole right of settlement of and enforcement suit with respect to such Patents, and Celgene shall retain [***] of remaining proceeds under 6.5.2(i)(ii) in the U.S. and in the ROW Territory.