Common use of Patent Cost Reimbursement Clause in Contracts

Patent Cost Reimbursement. Subject to the terms of this Agreement, Company shall pay, or reimburse University for paying, a [* * *] share [* * *] of all reasonable and necessary out-of-pocket costs (including attorneys’ and application fees) incurred prior to, on, or after the Effective Date to apply for, prosecute, enforce, and maintain Licensed Patents, including the THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. reasonable out-of-pocket costs of interferences, oppositions, and re-examinations. One half of the initial invoice for amounts subject to reimbursement that were incurred prior to the Effective Date hereunder (a summary of such amounts is attached hereto as Exhibit C) shall be due within 30 days of the Effective Date and one half shall be due on or before the first anniversary of the Effective Date; all other reimbursements shall be paid in cash within 30 days of Company’s receipt of University’s invoice setting forth such reimbursable expenses in reasonable detail (with supporting documentation, as appropriate). THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Exhibit B Royalty Report Form Date Company Name & Address License Number

Patent Cost Reimbursement. Subject to LICENSEE shall pay during the terms term of this Agreement, Company shall pay, or reimburse University for paying, a [* * *] share [* * *] of all reasonable and necessary out-of-pocket costs (including attorneys’ and application fees) incurred prior to, on, or after the Effective Date to apply for, prosecute, enforce, and maintain Licensed Patents, including the THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Agreement reasonable out-of-pocket expenses borne by MSK for filing, prosecuting and maintaining Antibody Patent Rights through patent counsel of MSK’s choice, reasonably acceptable to LICENSEE. MSK may choose, at its sole discretion, to have said patent counsel invoice LICENSEE directly for costs incurred in the filing, prosecuting and maintaining of Antibody Patent Rights. LICENSEE shall reimburse MSK for all historic patent costs related to the Antibody Patent Rights within [****] upon receiving itemized historic patent costs. Payment of all fees and costs, including attorneys’ fees, relating to the filing, prosecution and maintenance of the MIT Patent Rights (including without limitation interferences, oppositionsreexaminations and reissues and defense costs, such as those related to defending the Patent Rights during an inter partes review by the Patent Trial and re-examinations. One half of the initial invoice for amounts subject to reimbursement that were incurred prior to the Effective Date hereunder (a summary of such amounts is attached hereto as Exhibit CAppeal Board) shall be due within 30 days the responsibility of LICENSEE, whether such amounts were incurred before or after the Effective Date. As of the Effective Date Date, MIT has incurred approximately [****] for such patent related fees and one half costs. LICENSEE shall reimburse all amounts due pursuant to this Section 7.1 within [****] of receipt of an invoice from MIT. All payments due to MIT under this Agreement shall be made payable to “Massachusetts Institute of Technology” and sent to the address identified on the invoice received. Each payment should reference this Agreement and identify the obligation under this Agreement that the payment satisfies. Unless otherwise stated on the invoice, payments sent by wire transfer shall be paid to: [****] All payments due to MIT under this Agreement shall be drawn on a United States bank and shall be payable in United States dollars. Any payments due to MIT that are not paid on or before the first anniversary date such payments are due under this Agreement shall bear interest from the date due, to the extent permitted by law, at [****] on the last business day of the Effective Date; all other reimbursements shall be paid in cash within 30 days of Company’s receipt of University’s invoice setting forth calendar quarter to which such reimbursable expenses in reasonable detail (with supporting documentation, as appropriate). THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Exhibit B Royalty Report Form Date Company Name & Address License Numberpayment relates.