Common use of Patent Abandonment Clause in Contracts

Patent Abandonment. In no event will BMS knowingly permit any of the BMS Patent Rights to be abandoned in any country in the Territory, or elect not to file a new patent application claiming priority to a patent application within the BMS Patent Rights either before such patent application’s issuance or within the time period required for the filing of an international (i.e., Patent Cooperation Treaty), regional (including European Patent Office) or national application, without Elixir first being given an opportunity to assume full responsibility for the continued prosecution and maintenance of such BMS Patent Rights, or the filing of such new patent application. Accordingly, BMS shall provide Elixir with notice of the allowance and expected issuance date of any patent within the BMS Patent Rights, or any of the aforementioned filing deadlines, and Elixir shall provide BMS with prompt notice as to whether Elixir desires BMS to file such new patent application. In the event that BMS decides either (i) not to continue the prosecution or maintenance of a patent application or patent within BMS Patent Rights in any country or (ii) not to file such new patent application requested to be filed by Elixir, BMS shall provide Elixir with notice of this decision at least thirty (30) days prior to any pending lapse or abandonment thereof. In such event, BMS shall provide Elixir with an opportunity to assume responsibility for all external costs reasonably associated with the filing and/or further prosecution and maintenance of such patent application and any patent issuing thereon (such filing to occur prior to the issuance of the patent to which the application claims priority or expiration of the applicable filing deadline, as set forth above). In the event that Elixir assumes such responsibility for such filing, prosecution and maintenance costs, BMS or Elixir shall have the right to transfer the responsibility for such filing, prosecution and maintenance of such patent applications and patents to patent counsel selected by Elixir and reasonably acceptable to BMS. * Confidential Treatment Requested In such case, Section 10.2 shall apply to such patent applications and patents except that the role of BMS and Elixir shall be reversed. Such patent applications and patents shall otherwise continue to be subject to all of the terms and conditions of the Agreement in the same way as the other BMS Patent Rights.

Patent Abandonment. In no event will BMS knowingly shall AMRI permit any of the BMS AMRI Patent Rights to be abandoned in any country in the Territoryabandoned, or elect not to file a new patent application claiming priority to a patent application within the BMS AMRI Patent Rights either before such patent application’s issuance or within the time period required for the filing of an international (i.e., Patent Cooperation Treaty), regional (including European Patent Office) or national application, without Elixir BMS first being given an opportunity to assume full responsibility for the continued prosecution and maintenance of such BMS AMRI Patent Rights, or the filing of such new patent application. Accordingly, BMS AMRI shall provide Elixir BMS with notice of the allowance and expected issuance date of any such patent within the BMS AMRI Patent Rights, or any of the aforementioned filing deadlines, and Elixir shall provide BMS with prompt notice as to whether Elixir desires BMS to file such new patent application. In the event that BMS AMRI decides either (i) not to continue the prosecution or maintenance of a patent application or patent within BMS the AMRI Patent Rights in any country as permitted in this Section 14.3 or (ii) not to file such new patent application requested to be filed by ElixirBMS, BMS AMRI shall provide Elixir BMS with notice of this decision at least thirty (30) days prior to any pending lapse or abandonment thereof. In such event, BMS AMRI shall provide Elixir BMS with an opportunity to assume responsibility for all external costs reasonably associated with the filing and/or further prosecution and maintenance of such patent application and any patent issuing thereon (such filing to occur prior to the issuance of the patent to which the application claims priority or expiration of the applicable filing deadline, as set forth above). In the event that Elixir BMS assumes such responsibility for such filing, prosecution and maintenance costs, BMS or Elixir AMRI shall have the right to transfer at BMS’ sole option the responsibility for such filing, prosecution and maintenance of such patent applications and patents to patent counsel selected by Elixir BMS and reasonably acceptable to BMSAMRI. * Confidential Treatment Requested In such case, Section 10.2 BMS shall apply to provide AMRI with an update of the filing, prosecution and maintenance status for each of such patent applications and patents except that patents, including copies of any material official correspondence to or from patent offices. BMS shall reasonably consult with and cooperate with AMRI with respect to the role preparation, prosecution and maintenance of BMS such patent applications and Elixir shall be reversedpatents. Such patent applications and patents shall otherwise continue to be subject to all of the terms and conditions of the Agreement in the same way as the other BMS AMRI Patent Rights.. 115

Patent Abandonment. In no event will BMS knowingly the Party responsible for filing, prosecution and maintenance of particular EPIX Patents under Section 10.2 (in each case, the "Responsible Party") permit any of the BMS Patent Rights such patents to be abandoned in any country in the Territory, or elect not to file a new patent application claiming priority to a patent application within the BMS Patent Rights such EPIX Patents either before such patent application’s 's issuance or within the time period required for the filing of an international (i.e., Patent Cooperation Treaty), regional (including European Patent Office) or national application, without Elixir the other Party first being given an opportunity to assume full responsibility for the continued prosecution and maintenance of such BMS Patent RightsEPIX Patents, or the filing of such new patent application. Accordingly, BMS the Responsible Party shall provide Elixir the other Party with notice of the allowance and expected issuance date of any patent within the BMS Patent RightsEPIX Patents, or and any of the aforementioned filing deadlines, and Elixir such Party shall provide BMS the Responsible Party with prompt notice as to whether Elixir it desires BMS the Responsible Party to file such new patent application. In the event that BMS the Responsible Party decides either (i) not to continue the prosecution or maintenance of a patent application or patent within BMS Patent Rights EPIX Patents in any country or (ii) not to file such new patent application requested to be filed by Elixirthe other Party, BMS the Responsible Party shall provide Elixir such Party with notice of this decision at least thirty (30) days prior to any pending lapse or abandonment thereof. In such event, BMS the Responsible Party shall provide Elixir the other Party with an opportunity to assume responsibility for all external costs reasonably associated with the filing and/or further prosecution and maintenance of such patent application and any patent issuing thereon (such filing to occur prior to the issuance of the patent to which the application claims priority or expiration of the applicable filing deadline, as set forth above). In the event that Elixir such other Party assumes such responsibility for such filing, prosecution and maintenance costs, BMS or Elixir such other Party shall have the right to transfer the responsibility for such filing, prosecution and maintenance of such patent applications and patents to patent counsel selected by Elixir it and reasonably acceptable to BMSthe Responsible Party. * Confidential Treatment Requested In such case, Section 10.2 shall apply to such patent applications and patents except that the role of BMS and Elixir the Parties shall be reversed. Such patent applications and patents shall otherwise continue to be subject to all of the PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO THE COMPANY'S APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 24B-2 OF THE EXCHANGE ACT; [*] DENOTES OMISSIONS. terms and conditions of the Agreement in the same way manner and to the same extent as the other BMS Patent RightsEPIX Patents.